Ecclesiastical Insurance Office plc
A
nnual Report and Accounts 2023
Registration number: 00024869
Ecclesiastical Insurance Office plc
Table of Contents
Pag
e Contents
1 Directors and Company Information
2 Strategic Report
16 Governance
43 Independent Auditors’ Report
50 Consolidated Statement of Profit or Loss
51 Consolidated and Parent Statements of Comprehensive Income
52 Consolidated and Parent Statements of Changes in Equity
53 Consolidated and Parent Statements of Financial Position
54 Consolidated and Parent Statements of Cash Flows
55 Notes to the Financial Statements
Ecclesiastical Insurance Office plc
Directors and Company Information
Directors *R. D. C. Henderson FCA Chair
*R. Bajaj MA
*F. X. Boisseau MSc
D. P. Cockrem, MA, FCA Group Chief Financial Officer
M. C. J. Hews BSc (Hons), FIA Group Chief Executive
*Sir S. M. J. Lamport GCVO, DL
*N. P. Maidment MA, FCII
*C. J. G. Moulder MA, FCA Senior Independent Director
S. J. Whyte MC Inst. M, ACII Deputy Group Chief Executive
*A. Winther BA
Company Secretary Mrs R. J. Hall FCG
Independent Auditors PricewaterhouseCoopers LLP
2 Glass Wharf
Temple Quay
Bristol
BS2 0FR
United Kingdom
Registered and Head Office Benefact House
2000 Pioneer Avenue
Gloucester Business Park
Brockworth
Gloucester
GL3 4AW
United Kingdom
Company Registration Number 00024869
Registrar Computershare Investor Services plc
The Pavilions
Bristol
BS13 8AE
*Non-Executive Director
11
Ecclesiastical Insurance Office plc
Strategic Report
The directors present their strategic report for the year ended 31 December 2023 for the Ecclesiastical Insurance Office plc, together with its subsidiaries
the Ecclesiastical Group, also the Group.
Grou
p Chief Executive’s Review
It has been said that there are two key dates in your life. “The date you were born, and the date you find out why”.
Her
e at Ecclesiastical Insurance, we are crystal clear on our “why”. We aim to be a beacon of hope for our communities. The Ecclesiastical Insurance Group
is part of Benefact Group. Owned by a charity, Benefact Group is a family of financial services businesses with an inspiring purpose to contribute to the
greater good of society. We believe commercial success and social good can sit side by side to transform lives and communities. Guided by this purpose,
we are driven to profitably grow the business, so that we may give even more to good causes.
20
23 was another challenging year for so many. The world faced a myriad of challenges from rising global tensions, escalating climate concerns and
ongoing economic hardship. In these difficult, uncertain times, when it is easy for optimism to be drowned beneath a deluge of negative news, it is even
more important that businesses do the right thing and positively contribute to society.
Gr
ow more to give more
Despite challenging conditions, we delivered a strong performance in 2023 and we are on track to double our contribution, which will allow us to give
even more to good causes. As a Group, we reported a profit before tax of £44.8m which compares well with the overall Group loss before tax of £15.6m
reported for the prior year.
In G
eneral Insurance, we reported an underwriting profit of £24.5m, despite our biggest single loss in the UK with the devastating fire at St Mark’s Church
in London. This result has benefited from strong growth and lower-than-expected claims in the latter part of the year. Gross written premiums (GWP) rose
by over 10% to £615.0m. This is thanks to strong retention across our territories and record new business in the UK as we launched into the Leisure sector.
Our combined operating ratio rose to 92.6% due to headwinds from prior year claims.
De
livering for our customers
Our charitable purpose drives our values, culture, ethics and ethos and inspires us to make a real difference for our brokers, customers, and communities.
This was reflected in multiple award wins in 2023, which recognised our businesses as trusted specialists in their markets.
Ecclesiastical UK was named Specialist Insurance Company of the Year at the British Insurance Awards and retained its top spot in the Fairer Finance
Home Insurance league table and remains the UK’s most trusted home insurance provider. Ecclesiastical Canada was named as P&C Insurance Company
of the Year, as well as one of Greater Toronto’s Top Employers.
Our
insurance customers tell us that our expert service and our compassion makes us stand out in the industry. For a third year, independent research
consultancy, Gracechurch, put Ecclesiastical UK ahead of all other UK insurers for claims service. The Net Promoter Score, which measures how likely a
customer is to recommend a company’s products and services, for Ecclesiastical puts us ahead of many well-known and respected brands.
We
wouldn’t be able to deliver these results without the hard work of all our teams across the whole Benefact Group. We delivered so much together in
2023 and I would like to thank our colleagues for their efforts last year.
He
lping to transform lives
In 2023, thanks to the support of our customers, brokers, business partners and colleagues, Benefact Group reached the milestone of giving more than
£200m to good causes since 2014. This level of giving means that Benefact Group is the third largest corporate donor to charity in the UK, and we are on
track to achieve our ambition of giving £250m by the end of 2025.
Our
ultimate charitable parent company, Benefact Trust, is one of the biggest grant-making charities in the UK, and the Board approved a donation of £21m
to them in respect of the Group’s 2023 performance, of which £13m was paid in year and the remaining £8m to be paid in due course, to support its work
providing transformative funding to charities both in the UK and abroad. We thank them for their outstanding work.
The impact of our giving is brought home to me every time I meet one of our beneficiaries and see the change we’re making to lives. On a recent trip to
Canada, I visited a youth homeless charity called Covenant House, where 16-24 year olds had no place to call home, no regular meals, no warmth or
feeling of safety. They had no one that loved or cared for them – other than the remarkable staff at this amazing charity. On this visit I heard words from
their director that will stay with me forever. She told us that, “because of your donation, you have undoubtedly saved someone's life today". Her words
left no room for doubt, and her emotions mirrored the enormity of this impact.
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Strategic Report
Covenant House is just one of over 10,000 charities supported by us as Benefact Group across the world. Thank you to everyone that does business with
us. I hope you realise the impact you have – not just transforming lives but saving lives.
Bu
ilding a world class team
Our ambition is to build a world-class team and I’m delighted that we continue to achieve market-leading employee engagement scores in our
independently run B-heard surveys. I’m proud that Ecclesiastical UK was recognised as a world-class employer and during 2023, was named by Best
Companies as “UK Insurance’s Number 1 Company to Work For” in their independent league tables.
Th
is shows we’re making good progress, and we remain focused and committed to building an inclusive culture where each and every colleague feels
valued, respected and treated fairly. In short, we aim to provide life changing careers that change lives.
Looking ahead
After a strong 2023, we move into 2024 with renewed ambition and drive to grow the business so we can give even more to good causes. We will continue
to invest in our capabilities so that we can strengthen our position as a trusted specialist in our markets, and drive forward our growth plans, through new
segments, new methods of distribution and greater efficiency.
We
’ve set stretching targets for our General Insurance teams to achieve profitable gross written premium growth across our territories. It’s an exciting
year for Ansvar Insurance, which has moved into new offices in Brighton, and we will be reinvigorating the brand.
Join
our movement for good
Everything we do at Ecclesiastical Insurance is aimed at helping those in society who need us most. Our giving has helped transform thousands of lives
and communities, and the impact of our work inspires us to do even more in the future.
On
behalf of the Board and thousands of our beneficiaries, we say a heartfelt, sincere “thank you” to all our customers, business partners and dedicated
colleagues for their exceptional support.
As
we build momentum for our movement for good, I invite anyone reading this, whether as a potential colleague, customer or business partner, to come
and join us and experience a different way of doing business. Together, with your support, we can grow our giving and transform lives for the better.
Pr
incipal risks and uncertainties
There is an ongoing risk assessment process which has identified the current principal risks for the Group as follows:
Insurance risk
The risk that arises from the fluctuation in the timing, frequency and severity of insured events relative to the expectations of the firm at the time of
underwriting.
Risk detail
Key mitigants
Change from last year
Underwriting risk
• A robust pricing process is in place
There have not been material changes to this risk
The risk of failure to price insurance
• The underwriting licencing process has been
during the year.
products adequately and failure to
refreshed
establish appropriate underwriting
• A documented underwriting strategy and risk
disciplines. The premium charged must
appetite is in place together with standards and
be appropriate for the nature of the
guidance and monitored by SBUs
cover provided and the risk presented
• This is supported by formally documented
to the Group. Disciplined underwriting is
authority levels for all underwriters which must
vital to ensure that only business within
be adhered to. Local checking procedures ensure
the Company’s risk appetite and desired
compliance
niches is written.
• Monitoring of rate strength compared with
technical rate is undertaken on a regular basis
within SBUs
• There are ongoing targeted underwriting
training programmes in place
• A portfolio management framework is in place
to ensure clear understanding and allow
targeted actions to be taken
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Risk detail
Key mitigants
Change from last year
Reserving risk
• Claims development and reserving levels are
This risk is not considered to have changed
Reserving risk is the risk of actual
closely monitored by the Group Reserving team
materially during the year. A rise in numbers of
claims payments exceeding the
• For statutory and financial reporting purposes,
Physical and sexual abuse claims in the UK business
amounts we are holding in reserves.
uncertainty margins are added to a best estimate
over the past year has led to an increase in reserves.
This arises primarily from our long-tail
outcome to allow for uncertainties
liability business. Failure to interpret
• Claims reserves are reviewed and signed-off by
emerging experience or fully
the Board acting on the advice and
understand the risks written could
recommendations of the Group Chief Actuary
result in the Group holding insufficient
following review by the GI Reserving Executive
reserves to meet our obligations.
Meeting.
• An independent review is also conducted by the
Group Investments Life and Actuarial Risk
Director with reporting to the Board.
Catastrophe risk
• Modelling and exposure is undertaken to
There have been no material changes to this risk,
The risk of large scale extreme events
understand the risk profile and inform the
however a single extreme event did occur in the
giving rise to significant insured losses.
purchase of reinsurance
year, with a catastrophic church fire. We continue to
Through our general insurance
• There is a comprehensive reinsurance
monitor our aggregations and exposures to such
business we are exposed to significant
programme in place to protect against extreme
events and ensure careful management utilising
natural catastrophes in the territories in
events. All placements are reviewed and
appropriate protections.
which we do business.
approved by the Group Reinsurance Board
• Exposure monitoring is undertaken on a regular
basis
• A GI Catastrophe Risk Meeting provides
oversight and sign off of reinsurance modelling
and exposure management across the Group
• The Group Risk Appetite specifies the
reinsurance purchase levels and retention levels
for such events.
• Local risk appetite limits have been established
to manage concentrations of risk and these are
monitored by SBUs
Reinsurance risk
• We take a long-term view of reinsurance
The level of this risk has remained broadly similar
The risk of failing to access and manage
relationships to deliver sustainable capacity
since last year, when the environment became more
reinsurance capacity at a reasonable
• A well-diversified panel of reinsurers is
challenging, initially from the Pandemic, and then
price. Reinsurance is a central
maintained for each element of the programme
into global catastrophic events and continued
component of our business model,
• A GI Reinsurance Executive Meeting approves
economic volatility. This has continued to tighten the
enabling us to insure a portfolio of large
all strategic reinsurance decisions
criteria and capacity in certain areas. We continue to
risks in proportion to our capital base.
take a long-term approach to our reinsurance
relationships.
Other financial risks
The risk that proceeds from financial assets are not sufficient to fund the obligations arising from insurance contracts.
Risk detail
Key mitigants
Change from last year
Market and investment risk
• An investment strategy is in place which is
Overall the market risk profile has not materially
The risk of adverse movements in net
reviewed at least annually and signed off by the
changed and we remain invested for the long term.
asset values arising from a change in
Finance and Investment Committee (F&I). This
We continue to monitor market conditions and the
interest rates, equity and property
includes consideration of the Group’s liabilities
socio-political environment.
prices, credit spreads and foreign
and capital requirements
exchange rates. This principally arises
• A Market and Investment Oversight Meeting is
from investments held by the Group.
in place and provides oversight and challenge of
We actively take such risks to seek
these risks and the agreed actions. There is a
enhanced returns on these
formalised escalation process to the Group
investments.
Management Board and F&I in place
• There are risk appetite metrics in place which
Th
e Group’s balance sheet is also
are agreed by the Board and include limits on
exposed to market risk within the
asset / liability matching and the management of
defined benefit pension fund.
investment assets
• Derivative instruments are used to hedge
elements of market risk, notably currency. Their
use is monitored to ensure effective
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Risk detail
Key mitigants
Change from last year
management of risk
• There is tracking of risk metrics to provide early
warning indicators of changes in the market
environment
The Pension Scheme Trustee Board has an
Investment Committee that oversees the market
risks in the pension fund. The company, as
employer sponsor of the fund maintains regular
communication with this committee.
Further information on this risk is given in note 4
to the financial statements on page 75.
Credit risk
• Strict ratings criteria are in place for the
The level of this risk has remained broadly similar to
The risk that a counterparty, for
reinsurers that we contract with and a GI
the previous year where we were cognisant to the
example a reinsurer, fails to perform its
Reinsurance Security Executive Meeting
continuing challenges of the current cost of living
financial obligations to the company or
approves all of our reinsurance partners
crisis.
does not perform them in a timely
• Group Reinsurance monitors the market to
manner resulting in a loss for the
identify changes in the credit standing of
Group. The principal exposure to credit
reinsurers
risk arises from reinsurance, which is
• There are risk appetite limits in place in respect
central to our business model. Other
of reinsurance counterparties which are agreed
elements are our investment in debt
by the Board
securities, cash deposits and amounts
• Strong credit control processes are in place to
owed to us by intermediaries and
manage broker and policyholder exposures
policyholders.
Further information on this risk is given in note 4
to the financial statements on page 75.
Liquidity risk
• The Group holds a high proportion of assets in
There have been no material changes to this risk
The risk that the Group, although
readily realisable investments to ensure it could
since last year.
solvent, either does not have sufficient
respond to such a scenario
financial resources available to enable
• Maintains cash balances that are spread over
it to meet its obligations as they fall
several banks
due, or can secure them only at
• Arrangements within its reinsurance contracts
excessive cost. We may need to pay
for reinsurers to pay recoverables on claims in
significant amounts of claims at short
advance of the claim settlement
notice if there is a natural catastrophe
or other large event in order to deliver
on our promise to our customers.
Climate change
• Catastrophe risk is managed through
Whilst there is now more awareness of the
The financial risks arising through
reinsurance models
challenges faced as a result of climate change, there
climate change.
• The Group considers flood risk and other
have been no material changes to this risk since last
The key impacts for the Company are
weather-related risk factors in insurance risk
year. A programme of work continues to fully
physical risks (event driven or longer
selection
analyse the impact on the Group and to develop
term shifts), the transition risks of
• There is an ESG overlay on the investment
appropriate risk management responses.
moving towards a lower carbon
strategy
economy and liability risks associated
• The Group actively manages exposures and is
with the potential for litigation arising
up to date on market development
from an inadequate response.
Operational risk
The risk of loss arising from inadequate or failed internal processes, people and systems, or from external events
Risk detail
Key mitigants
Change from last year
Systems risk
• A defined IT strategy is in place
This level of risk remains stable, as the Group
The risk of inadequate, ageing or
• Systems monitoring is in place together with
continues to invest in IT infrastructure to maintain
unsupported systems and
regular systems and data backups
and improve future stability
infrastructure and system failure
• A strategic systems programme is underway to
preventing processing efficiency.
deliver improved systems, processes and data
Systems are critical to enable us to
• Business recovery plans are in place for all
provide excellent service to our
critical systems and are tested according to risk
customers.
appetite
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Risk detail
Key mitigants
Change from last year
Cyber risk
• A number of security measures are deployed to
Cyber risk remains a constantly evolving threat, with
The risk of criminal or unauthorised use
ensure protected system access
malicious threat attackers continuing to seek to
of electronic information, either
• Security reviews and assessments are
exploit businesses. Employee awareness and
belonging to the Group or its
performed on an ongoing basis
vigilance is therefore highly important at this time,
stakeholders for example customers,
• There is ongoing maintenance and monitoring
which is continuing to be proactively managed.
employees etc. cyber security threats
of our systems and infrastructure in order to
from malicious parties continue to
prevent and detect cyber security attacks
increase in both number and
• There is an ongoing information security
sophistication across all industries.
training and awareness programme
Change risk
• The Group has a clearly articulated strategic
The level of this risk has not materially changed.
The risk of failing to manage the change
programme, identifying areas of priority across
There continues to be a significant volume of change
needed to transform the business.
the Group
within the business, which is monitored closely,
A number of strategic initiatives are
• Ensures that there is adequate resourcing for
relating to both IT systems and to meet the ever-
underway under three themes, support
change projects using internal and external skills
changing regulatory landscape.
and protect, innovate and grow and
where appropriate
transform and thrive. These include a
• A Change Board and change governance
Appr
opriate strengthening of expertise has
transformation of our core system and
processes are in place and operate on an
continued in the year to reflect and meet this volume
key processes, which will deliver
ongoing basis
of change.
significant change for the company
• The Group Management Board undertakes
over the next few years. There are a
close monitoring and oversight of the delivery of
number of material risks associated
the strategic initiatives and key Group change
with major transformation, not only on
programmes
the risks to project delivery itself, but
the potential disruption to business as
usual, or delays to planned benefits.
Operational resilience
• A recovery and resilience framework is in place
Operational resilience continues to have been
The risk that the Group does not
aligned to the delivery of customer services
successfully tested during the year, with the
prevent, respond to, recover and learn
• Recovery exercises including IT systems are
continued need to meet the needs of our customers.
from operational disruptions.
regularly performed across the company with
Focus continues from the prior year on meeting the
The Group provides a wide range of
actions identified addressed within an agreed
enhanced regulatory requirements around
services to a diverse customer base and
timescale
resilience.
has a reputation for delivering excellent
• All suppliers are subject to ongoing due
service. Therefore, we seek to minimise
diligence
the potential for any such disruption
• There is ongoing maintenance and monitoring
that would impact on the service
of our systems and infrastructure in order to
provided to our customers.
prevent and detect issues
Data management and governance
• A Group Data Governance Committee is in place
Enhancements continue to be made to the
The risk that the confidentiality,
• Group data governance and Group data
governance, management, use and control of data, in
integrity and/or availability of data held
management and information security policies
order to meet the evolving requirements. It continues
across the Group is compromised, or
are in place
to be monitored and managed within the context of
data is misused. The Group holds
major change programmes.
• A Group data optimisation programme is in
significant amounts of customer and
place which is responsible for ensuring the
financial data and there could be
delivery of the data strategy and all aspects
significant implications if this is
relating to the governance, management, use
compromised or is found to be
and control of the Group’s data in line with
inaccurate.
regulatory requirements
Regulatory and conduct risk
The risk of regulatory sanction, operational disruption or reputational damage from non-compliance with legal and regulatory requirements or the
risk that Ecclesiastical’s behaviour may result in poor outcomes for the customer.
Risk detail
Key mitigants
Change from last year
Regulatory risk
• Undertakes close monitoring of regulatory
There continues to be a significant volume of
The risk of regulatory sanction,
developments and use dedicated project teams
regulatory change. We remain focused on the
operational disruption or reputational
supported by in-house and external legal
management of regulatory change and therefore the
damage from non-compliance with
experts to ensure appropriate actions to achieve
overall risk level is unchanged.
legal and regulatory requirements. We
compliance
operate in a highly regulated
• An ongoing compliance monitoring programme
environment which is experiencing a
is in place across all our SBUs. Regular reporting
period of significant change.
to the Board of regulatory compliance issues and
key developments is undertaken
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Risk detail
Key mitigants
Change from last year
Conduct risk
• There is ongoing colleagues training to ensure
The Group remains committed to placing customers
The risk of unfair outcomes arising from
that customer outcomes are fully considered in
at the centre of our practices and decision making,
the Group’s conduct in the relationship
all business decisions
demonstrated by our wide-ranging industry awards
with customers, or in performing our
• Customer charters have been implemented in
and customer satisfaction scores. Overall the level of
duties and obligations to our customers.
all SBUs
this risk is unchanged from the prior year, with the
Customers are placed at the centre of
• Conduct risk reporting to relevant governing
main focus on meeting the Consumer Duty
the business, aiming to treat them fairly
bodies is undertaken on a regular basis
requirements.
and ethically, while safeguarding the
• Customer and conduct measures are used to
interests of all other key stakeholders.
assess remuneration
Reputational risk
The risk that our actions lead to reputational damage in the eyes of customers, brokers or other key stakeholders
Risk detail
Key mitigants
Change from last year
Brand and reputation risk
• There is ongoing training of core customer
Maintaining a positive reputation is critical to the
The Group aims to be the most trusted
facing colleagues to ensure high skill levels in
Group’s vision of being the most trusted and ethical
specialist insurer and as a consequence
handling sensitive claims
specialist financial services group.
this brings with it high expectations
• Adopts a values led approach to ensure
Risks to our brand and reputation are inherently high
from all of our stakeholders, be they
customer-centric outcomes
in an increasingly interconnected environment, with
consumers, regulators or the wider
• There is a dedicated marketing and PR function
the risks of external threats such as cyber security
industry.
responsible for the implementation of the
attacks, and viral campaigns through social media
marketing and communication strategy
always present.
Whilst we aim to consistently meet and
• Ongoing monitoring of various media is in place
where possible exceed these
to ensure appropriate responses
The external environment continues to drive a high
expectations, increasing consumer
inherent probability of reputational issues across all
awareness and increased regulatory
financial services companies. We continued to focus
scrutiny across the sector exposes the
on serving our customers and ensuring fair
Group to an increased risk of
treatment and clear communication, and are proud of
reputational damage should we fail to
the volume of Industry Awards we continue to win
meet them, for example as a
consequence of poor business practices
and behaviours
Responsible business
The Ecclesiastical Insurance Office Group is part of the wider Benefact Group. A Responsible Business Report containing a summary of positive social and
environmental impact is in the Benefact Group Annual Report and Accounts which is published on www.benfactgroup.com. It covers social impact including
approach to diversity, equity and inclusion, colleague wellbeing and charitable giving. It also summarises climate impact and is supported by a separate
report featuring disclosures in line with the Taskforce on Climate-related Financial Disclosures (TCFD), which is published on the Company’s website. A
separate report enables the Benefact Group to explain climate-related disclosures in much more detail for the benefit of an increasing range of interested
stakeholders.
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The following table provides details of the carbon associated with the direct operation of businesses that are part of the Ecclesiastical Insurance Office
Group, in line with the Streamlined Energy and Carbon Reporting (SECR) requirements.
Emissions source
2023
2022
UK Non-Uk Total Scope 1 & 2
UK Non-UK Total Scope 1 & 2
tCO₂/
tCO₂/ employee
employee
Scope 1: fuel, fluorinated gas losses and fuel
142 7 149 143 23 166
combustion in offices and company fleet
Scope 2: electricity and cooling in premises
696
84
780
584
92
676
1
(location based)
Scope 2: Scope 2: electricity and cooling in
97 75 172
82 92 174
2
premises (market based)
3
Scope 3:
business travel
, waste, water use 439 568 1,007 734 217 951
Total CO2e (location based electricity)
678
650
1,328*
0.56*
959
332
1,291*
0.61*
tCO₂e
is tonnes of CO₂ and equivalent gases.
*
Scopes 1, 2 (market based) and scope 3
1
The average emissions intensity of grids on which energy consumption occurs (using mostly grid-average emission factor data)
2
Emissions based on how an organization buys its energy
3
Air, rail, bus, taxi, ferry, car rental and grey fleet
In 2023, total energy use is 4,153,784 kWh of which 3,962,931 kWh is UK and 190,853 kWh is non-UK based. In 2022, total energy use was 4,139,168
kWh, of which 3,775,241 kWh was UK and 363,927 kWh was non-UK based.
Th
e Group’s s operational footprint comprises:
• Scope 1 emissions (fluorinated gas losses and fuel combustion in premises and company vehicles)
• Scope 2 emissions (premises electricity and cooling)
• Scope 3 emissions (business travel, waste, water and commuting).
Me
thodology
These emissions are measured and reported according to GHG protocols, to Streamlined Energy and Carbon Reporting (SECR) standards. The Group has
reported on all emission sources required under the Companies (Directors’ Report) and Limited Liability Partnerships (Energy and Carbon Report)
Regulations 2018. Its GHG reporting year runs from September 2022 to August 2023. The emissions reporting boundary is defined as all entities and
facilities either owned by or under operational control of the Benefact Group. That is, emissions relating to the Group’s premises and associated travel by
employees based at those premises. Its data represents 90% of our Group by headcount. We strive to continue improving the coverage and quality of data
which informs our report. Scopes 1, 2 and 3 emissions have been calculated using UK government greenhouse gas reporting emission factors (Department
for Environment, Food and Rural Affairs), and independently verified according to ISO – 14064-3:2019 Specifications with Guidance for the Validation and
Verification of Greenhouse Gas Statements.
Colleagues
In 2023 the Benefact brand celebrated its one-year anniversary. The brand continues to be a powerful way to unite colleagues across a specialist group
of financial services businesses focused on growth and sustainable success in service of generating profits to give to good causes.
En
gagement and wellbeing
A healthy and engaged global team of colleagues is the cornerstone of the Group’s success, so a range of support continued to be a high priority in 2023.
The now well-established ‘healthy working check-in’ ensured feedback was gathered from colleagues now working flexibly at home, in other work
settings and in fantastic offices the Group continues to invest in. 71% percent of colleagues said they felt healthy or very healthy at work and 75% said
they knew what mental health resources are available to them, and of those that had used them 80% said they met their needs.
A ne
w private medical offering for menopause, fertility, men’s health and neurodiversity support was launched alongside a new ‘Smart Health’ app
enabling direct access to private GP appointments. A formal network of mental health first aiders was also publicised to give trusted colleagues to connect
with.
In
dependent assessment of engagement levels was benchmarked through the B-Heard survey provided by Best Companies. With almost 2,000
responses the survey is now a well-established way to listen and celebrate. The Group overall continues to sustain a two-star ‘outstanding’ rating, plus
the UK and overseas businesses who have been responding to the survey since its inception improved by an impressive margin to achieve three-star
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‘world class’ status. Team members celebrated this achievement at an awards event in London at which the Group was also recognised as one of the Top
50 best large companies to work for.
Div
ersity, equity and inclusion
The Group continues to be committed to diversity, equity and inclusion. In 2023 a group-wide inclusion network was established which now has over 30
members. The group is supporting specialist groups focusing on areas including LGBTQ+, women and colleagues from ethnically diverse backgrounds.
Communications and meetings throughout the year covered topics including Diwali, neurodiversity, motor neurone disease, Black History Month, PRIDE
and men’s health.
A nu
mber of key events brought people together, notably a women in leadership event hosted at the Benefact Group head office in Gloucester. It welcomed
80 attendees from local businesses and the community, featured a panel discussion and raised several thousand pounds for local charity The Nelson
Trust who work with vulnerable women.
Pl
ans for 2024 include a women in leadership programme, a full review of attraction and recruitment practices and an inclusive leadership training
programme for all people leaders.
Ou
r business model and strategy
Ecclesiastical Insurance is part of the Benefact Group, which is a diverse family of specialist financial services businesses, driven by a shared ambition to
do right by our customers, clients and business partners, and united by a common purpose to give all available profits to charity and good causes. This
sets the Ecclesiastical Group apart from others in the financial services sector. We exist to contribute to the greater good of society. We do this by managing
a successful, ethically run portfolio of businesses and by using the profits that these businesses generate to help good causes through independent grants
from our ultimate charitable owner (Benefact Trust) or via our own considerable donations. We're committed to doing the right thing for our customers
and to delivering growing donations to our owner so they can continue with their good work, helping to improve people's lives.
Th
e Group’s overarching strategy brings alignment and strategic focus across the entire Group. Whether in specialist insurance, asset management,
broking or advisory, every business in the Benefact family is a specialist in their respective field, built on genuine insight and ethics. Together we offer
products and services that help protect in the present, pre-empt the possible and invest in a healthier financial future.
No
n-Financial and sustainability information statement
The Non-Financial Reporting requirements contained in sections 414CA and 414CB of the Companies Act 2006 are addressed below. Non-financial and
Environmental, Social and Governance (ESG) information is integrated across the Strategic Report, in particular in the responsible business section
starting on page 7.
Non-financial and sustainability
Disclosure
Section
Pages
information
Business model Our business model and information
Strategic Report – Our business
9
on how we do business differently
model and strategy
Key performance indicators (KPIs) Our KPIs set out how we are doing
Strategic Report – Key performance
13
against our strategic goal
indicators
Principal risks Our key risks and their management Strategic Report – Principal risks
3
and uncertainties
Environmental, social matters,
Statements of our policy and
Strategic Report - Primarily within
7
colleagues, human rights,
practice in these areas
the responsible business section
financial crime and corruption
and below.
Ou
r key policies / statements of intent
We have a range of policies and guidance in place to support the key outcomes for our stakeholders. These also ensure consistent governance on
environmental matters, our employees, social matters, human rights and anti-bribery and corruption.
Environmental matters
• Climate risk has strong governance and oversight and is subject to effective and robust controls.
• The Group is committed to running the business in a sustainable way to tackle climate change and encourage others to do more.
• Performance is assessed against voluntary ClimateWise reporting which is aligned to Taskforce on Climate-related Financial Disclosures (TFCD)
reporting and independently audited.
• The Group aims to reduce its direct impact on the environment and seeks to use renewable sources of energy.
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Strategic Report
• Other information on environmental matters is included within the responsible business section of the Strategic Report on page 7 and in a
separate TCFD report published on our website.
Colleagues
• The Group’s Code of Conduct policy is centred on ‘Doing the right thing’ and sets the standards of conduct and behaviour expected from
employees.
• The Board aims to ensure it is comprised of persons who are fit and proper to direct the business. The Board’s diversity policy sets out the
approach to diversity in the leadership population.
• Other information on our commitments to supporting diversity and development is included in the ‘engagement and wellbeing’ section of the
responsible business section on page 7. Also included within the Corporate Governance Report on page 23 is information about the composition
and diversity of the Board.
Soci
al matters
• The Group was founded over 130 years ago with a charitable purpose and this remains what motivates us today. We believe business has a
social responsibility and should give more to support charities and communities. More information about how we support our communities can
be found in the responsible business section on page 7. The Group does not make political donations.
• The Group’s tax strategy supports our group strategy and the ethical way we do business. We are committed to managing all aspects of tax
transparently and in accordance with current legislation. We work to achieve the spirit of legislation and not just the letter of the law in each
tax jurisdiction. Our tax strategy is available on the Company’s website.
Human rights, anti-bribery and anti-corruption
• The Board is committed to operating with honesty and integrity in all of our business activities and promoting an anti-bribery and corruption
culture across the Group.
• The Group has established and upholds good practices regarding human rights, anti-corruption and anti-bribery through a range of measures
including robust risk management, employee Code of Conduct and employee training on topics such as data protection and vulnerable
customers.
• The Group complies with relevant legislation concerning supply chain – the Modern Slavery Act 2015 and the Payment Practices and
Performance regulations – to drive good practice and transparency.
• The ‘socially positive’ section of our responsible business section contains more information including our commitment to putting customers
and partners at the heart of everything we do, focusing on good governance, service and support.
Sec
tion 172 Statement
Th
e directors confirm that during 2023 and to the date of this Report, they have acted to promote the success of the Company for the benefit of its
members as a whole and considered the matters as set out in section 172(1)(a) to (f) of the Companies Act 2006. This section describes how the directors
have had regard to those matters when performing their duties.
Our
approach to the long term success of the Company
The directors recognise that the long-term success of the Company, and therefore our ability to continue to help people, charities and good causes is
dependent on having regard to the interests of its stakeholders at its heart. In order to achieve our strategic ambitions the Board understands how
important it is to listen and and respond to the needs of our stakeholders.
As a global financial services Group driven by the ambition of transforming lives and communities, we are continually striving to do the right thing at all
times. However there are occasions where the needs of different stakeholder groups may not always be aligned. On these occasions, the Board attempts
to balance the conflicting interests and impacts of our stakeholders in their decision-making.
Our stakeholders
Customers
Colleagues
The Board considers that customers should be at the heart of everything
The Board recognises that colleagues are the Company’s greatest asset
we do, putting their needs first, treating them fairly and ethically and
given their specialist skills and knowledge and propensity to go above and
ensuring any actions or decisions demonstrate our passion for customers
beyond.
and make us first choice for customers both today and in the future.
What matters to them?
Wha
t matters to them?
-
Culture and purpose
- Customer experience
- Fair pay and reward
- Fair pricing
- Flexible working practices
- Specialist expertise and guidance
- Making a positive impact on society
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- Products which represent fair value and are clear and easy to
- Health and wellbeing
understand
- A diverse, equitable and inclusive workplace
- Training, development and progression
-
Communities
Shareholder and investors
The Board is committed to doing business differently and building a
The Board understands the need to maintain a close and open relationship with
movement for good across society, transforming lives and communities.
shareh
olders and investors characterised by transparency and mutual
understanding.
Wha
t matters to them?
- Charitable giving
Wha
t matters to them?
- Health and safety
- Financial performance and returns
- Employment, economic and societal contribution
- Strategy and business model
- Environmental impact of operations
- Environmental, social and governance (ESG) performance
- Reputation
- Strong leadership
Suppliers (including brokers)
Regulators
The Board recognises the importance of the role that suppliers play in
The Board recognises the importance of open and honest dialogue with
ensuring a reliable service is delivered to customers and the need to
regulators (including those in the UK, Australia, Canada and the Republic of
have a strong working relationship.
Ireland) and is committed to complying with applicable legislation and
regulation in order to maintain standards of business conduct.
What matters to them?
- Collaborative approach
Wha
t matters to them?
- Open terms of business
-
Outcomes for customers
- Fair payment terms
- Operational and financial resilience
- Responsible supply chain
- Openness and transparency
- Communication
- Compliance with legislation and regulation
Stakeholder Engagement
Below is an overview of our approach to stakeholder engagement and outcomes.
Key stakeholders
Methods of engagement and outcomes
Customers
During the year, the Board received updates on customer matters via the Group Chief Executive’s Report and business
updates. The Board and the Group Remuneration Committee takes account of customer experience through regular reviews of
key measures such as Net Promoter scores and customer satisfaction.
Th
e Consumer Duty continued to be a key area of focus for the Board throughout 2023.
Th
e Group also has regular engagement with customers including conducting listening exercises, surveys, holding focus or
consultative groups, monitoring customer complaints and satisfaction data. Key outcomes are shared with the Board. Our
commitment to customers and clients is demonstrated by the tailored Customer Promises that have been developed for our
businesses, the awards that we have won and independent research.
Colleagues
Me
mbers of the management team and subject matter experts are invited to Board and Committee meetings to present on
items and input into discussion. During the year, the Group Chief People Officer provided an update on the Group People
Strategy. Directors visit subsidiaries, businesses and project teams to gain a good understanding of colleagues’ views.
In or
der to engage, involve and inform colleagues, a range of methods as set out below are used:
- Sir Stephen Lamport as the designated non-executive director for employee engagement is briefed on associated survey
results and findings are reported to the Board. He also met with colleagues where discussion focused on the importance of
the Group’s culture and purpose.
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Strategic Report
Key stakeholders
Methods of engagement and outcomes
- A variety of communication channels including intranet, all colleague emails (including weekly news, results, achievements
and changes), briefings, conferences and publishing of financial reports and feedback and discussion is adopted (including
to make colleagues aware of financial and economic factors affecting the performance of the Company);
- Colleague engagement surveys adopting the B-Heard Survey provided by an external partner, Best Companies.
- During the year colleagues undertake training to support the accessibility and understanding of our whistleblowing policy,
procedure and approach to ensure they feel safe to speak up and challenge when needed;
- Direct engagement and consultation through colleague representative forums including the Group’s recognised Union and
Employee Working Groups such as the DEI working Group;
- ‘Town Hall’ meetings are hosted virtually by senior management where colleagues can ask questions and provide
feedback.
- A performance-related bonus scheme is operated, which directly links individual objectives and business performance to
encourage employees to participate in the overall financial success of the Company and the Benefact Group; and
- A range of training, development and volunteering activities are available to colleagues, including technical courses,
mentoring, coaching and community opportunities.
Suppliers (including
Directors do not usually directly interact with our suppliers, however they receive reports and updates from management
brokers)
allowing them to oversee associated relationships and to keep up to date on developments.
The Board supported by the Group Risk Committee has overseen the implementation of an enhanced approach to managing
outsourcing and third parties including Group Procurement’s associated action plan which was aligned to regulatory
requirements.
Awareness sessions were also provided to colleagues managing suppliers’ relationships on their responsibilities under the
Outsourcing Policy including consideration of associated regulatory requirements.
During the year, the Board approved the refreshed Modern Slavery Statement.
Regulators
The Board (via its Committees) receives regular reports detailing the Group’s regulatory interactions. Regular reports are also
received on the evolving legal and regulatory landscape incorporating a detailed impact and progress assessment.
Shareholder and
Benefact Group plc owns the entire issued Ordinary share capital of Ecclesiastical Insurance Office plc. The directors of the
investors
Boards of both companies are identical. Benefact Group plc in turn is wholly owned by Benefact Trust Limited with whom the
Board has an open and constructive relationship.
Protocols for the exchange of information between Benefact Trust Limited and Benefact Group plc and its subsidiaries
(including Ecclesiastical Insurance Office plc) are in place and cover performance, operations and financial position. There is at
least one ‘Common Director’ (a director who is a member of the Boards of Benefact Trust Limited, Benefact Group plc and
Ecclesiastical Insurance Office plc) who is expected to attend every Board meeting.
The common directors present a summary of highlights from Benefact Trust Limited Board meetings to the directors. There is
also engagement between respective Board and Committee Chairs and the Group Chief Executive Officer. Regular dialogue
takes place on Benefact Trust Limited’s expectations of the Group, strategy for the development of the business and grants
from the Group. This ensures the views of Benefact Trust Limited are communicated to the Board as a whole. In turn, the
Common directors are able to support the Directors of Benefact Trust Limited to understand the performance and strategic
issues faced by the Company. A conflict of interest policy which sets out how actual and perceived conflicts of interest
between the two companies are managed is in place.
Communities We are owned by a charity and have a unique purpose to contribute to the greater good of society therefore all our available
profits are donated to good causes. We are part of the Benefact Group which is the third largest corporate donor to charity in
the UK.
During the year, the Board has received regular updates on our charitable giving and areas of focus. In addition, directors have
also had the opportunity to visit beneficiaries to see first-hand their work which has enabled a better understanding of needs.
The Board approved a donation of £21m to Benefact Trust Limited (BTL) to support its funding of charities in respect of the
Group’s 2023 performance. £13m was paid in year and the remaining £8m will be paid in due course,.
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Strategic Report
Consideration of environmental and climate change matters.
During the year, the Board received regular updates on the Climate Strategy and was pleased that the first significant milestone of net zero for direct
impact (scope 1 and 2) was achieved during the year.
Stak
eholder engagement in decision making
The Board adopts a range of approaches to engage with stakeholders and recognises that the importance of a stakeholder group may differ depending
on the matter being considered. Given the nature of the business, the Board sometimes engages directly with stakeholders and also understands that it
may be more appropriate for engagement to be undertaken at an operational level.
The
Board considers a variety of information to understand the impact of the Company’s operations and the interests and views of key stakeholders. A
one-year rolling plan of business for discussion is agreed annually to ensure that the Board is focused on the right issues at the right time and sufficient
time is allowed for appropriate consideration and debate. Information is provided to directors in papers in advance of each meeting. Colleagues from the
business are invited to attend meetings to provide insight into key matters and developments. At each Board meeting, the directors discuss strategic and
business matters, financial, operational and governance issues and other relevant issues that arise. In addition, the Chair of each Committee provides a
verbal report to the Board on proceedings of those meetings including areas of discussion and any recommendations. Because of this, the Board has an
appreciation of engagement with stakeholders and other relevant matters, which enables the directors to comply with their legal duties.
Below is an example of a decision made by the Board:
Approval of donations to Benefact Trust Limited
The Board have approved three donations of £7m, £6m and £8m respectively to Benefact Trust Limited, of which £13m was paid in the year and the
remaining £8m will be paid in due course. When determining whether it was appropriate to make such a distribution, the Board considered advice from
the Group Chief Financial Officer and impact on stakeholders. A key area for the Board’s deliberation is the Company’s capital position and the affordability
of donations based on a range of stressed circumstances.
Key per
formance indicators
The Group considers its key performance indicators to be profit or loss before tax, regulatory capital, gross written premiums, net earned premiums and
combined operating ratio. In addition to information included within this Strategic Report, details about the Group’s regulatory capital and combined
operating ratio can be found in notes 4 and 36 to the financial statements.
Mark Hews
Group Chief Executive
21 March 2024
Fina
ncial performance
The
Group reported a profit before tax for 2023 of £44.8m (2022: £15.6m loss). The increase on the prior year was materially driven by the net investment
result of £57.5m (2022: £63.4m loss) which reflects the improved market conditions towards the end of the year. There has been good momentum in
income across the Group’s core businesses and costs have continued to be managed tightly, despite the ongoing inflationary pressures.
The Group’s insurance service result of £70.7m (2022: £65.6m) was strong despite the impact from a significant fire claim at the start of the year and
adverse development of prior year casualty liability and weather related claims. Gross written premium increased by over 10% to £615.0m (2022: £558.5m)
as a result of new business and rate improvements. The Group recognised a net insurance financial loss of £19.5m (2022: £47.9m gain).
The
Group’s strong credit ratings with both Moody’s and AM Best were reaffirmed during the year and our Solvency II regulatory capital position remains
well above both regulatory requirements and our internal risk appetite.
Exe
cuting our strategy
Ecclesiastical is part of the Benefact Group. Within the wider Benefact Group, we made a number of changes to the legal entity structure to better align
our businesses to the way in which we manage and achieve our growth ambitions across our specialist insurance, broking and advisory and asset
management divisions. These changes have organised the Benefact Group into its three divisions, to support its strategic objectives and is providing a
clearer approach to how the Benefact Group and its businesses operate and are governed.
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Strategic Report
As a result, on 3 January 2023 two wholly-owned subsidiaries, EdenTree Investment Management Limited and Ecclesiastical Financial Advisory Services
Limited were disposed of to an undertaking of the Benefact Group. Their results for the previous year are reported in discontinued operations and assets
and liabilities are classified as held for distribution.
Du
ring the year, the Group advanced a further £14.1m to the Benefact Group increasing this related party loan to £135.1m, which has been primarily used
to fund acquisitions within the Benefact Group as it executes its growth ambitions.
Ge
neral insurance
The Group’s underwriting businesses have performed well across territories, resulting in a Group Combined Operating Ratio (COR) of 92.6% (2022 89.6%).
We have delivered growth in insurance revenue, with this increasing by 9.5% to £586.5m (2022: £534.9m) reflecting both increased new business and
rate strengthening and an insurance service result of £70.7m (2022: £65.6m). Underwriting has been impacted by larger than expected prior year liability
claims in the UK, as well as a major fire claim in January 2023.
Ou
r strategy to focus on profitable growth opportunities has continued to deliver, with sustained growth in premiums and the successful launch into the
Leisure sector as part of plans to move into adjacent sectors. The strong growth in insurance revenue reflects targeted rate increases as well as strong
retention and excellent service delivered to brokers and customers. Our programme of investment has continued, particularly across our technology
platforms and with our colleagues. Our investments in these platforms are an important part of supporting the growth of our business and meeting our
customers’ needs for the long term.
Th
e Group uses a number of financial performance measures when managing and monitoring the performance of the general and life insurance
businesses. These include gross written premium underwriting result and the investment return.
Un
ited Kingdom and Ireland
In the UK and Ireland, underwriting profits fell to £16.4m (2022: £23.6m) resulting in a COR of 92.1% (2022: 87.1%) driven by a deterioration in prior year
casualty claims. Gross written premium grew by 15.9% to £399.7m (2022: £344.8m). Current year performance was slightly above expectations despite
the devasting fire which destroyed St Mark’s church in London at the start of 2023. Storms Babet and Ciaran affected many of our customers but our
support and the impact on profits was in line with expectations.
Man
y of our core segments grew by more than 20% including Heritage, Schemes, and Real Estate. The new Leisure product launch has been a success
and is a good example of how we are using our specialist knowledge to grow into adjacent segments. Pricing remained robust in many of our core areas
although there are early signs of increased competitiveness in some markets. Gross written premium in respect of our Faith business remained in line with
prior year, in real terms, reflecting a good result in this market, as we continue to focus on providing service to this sector.
Ou
r strategy over the medium term is to continue to deliver growth, while maintaining our strong underwriting discipline to increase the profit contribution
to the Group. Our specialisms will continue to deepen through investment in people, technology and innovation together with the propositions, specialism
and excellent service that our customers and broker partners value.
Ansvar Australia
Our Australian business reported an underwriting loss of AUD $9.6m resulting in a COR of 113.4% (2022: AUD $0.1m profit, COR of 99.0%). Premium grew
by 8.1% in local currency to AUD $192.2m (2022: AUD $177.8m) driven by strong rate increases and higher new business growth and retention rates
compared to prior year, partly offset by lower actual expiring premium.
Th
e earn through of rate increases and continued de-risking of the portfolio has favourably impacted the result of the underlying business. Prior year
strengthening in the public liability portfolio has outweighed the favourable impact of lower catastrophe claims in the year and is the main driver behind
the underwriting loss for the year. The level of historic physical and sexual abuse (PSA) claims being notified continues to be in line with expectations.
Ca
nada
Our Canadian business continued its track record of premium growth, albeit at a lower pace than prior years, reporting gross written premium of
CAD$179.4m (2022: CAD$175.4m), supported by strong rate increases and new business of nearly $7.8m. The premium growth of 2.3% was achieved
despite increased competition in some business segments.
Canad
a reported an excellent underwriting profit of CAD$25.0m resulting in a COR of 80.4% (2022: CAD$14.3m profit, COR of 88.1%). The liability book
experienced favourable development on prior year claims.
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Strategic Report
Investments
The Group’s net investment result for the year was £57.5m (2022: £63.4m loss), principally from fair value gains towards the later part of the year as
markets improved. The Group remains committed to its long-term investment philosophy and is well-diversified and relatively defensively positioned.
Investment income of £42.9m (2022: £30.7m) was strong, while fair value gains on financial instruments of £19.6m (2022: £72.9m losses) reflect the
improved market conditions seen in particular during the last quarter of the year. We recognised fair value losses of £6.6m (2022: £21.2m losses) on our
investment properties, driven by a continued fall in the value of industrial sector capital values in the portfolio.
Sust
ainability and ESG consideration gained more prominence, influencing investor preferences, and have continued to shape our approach to responsible
investing. Our responsible and sustainable investment policy plays an important part in how we invest responsibly, and the organisation remains
committed to aligning our investments with ESG principles, recognising its significance in the contemporary investment landscape.
In an e
ra marked by growing environmental concerns, responsible business practices have become imperative, and our strategy includes a focus on
responsible investment and encompasses action to respond to climate risk and operations, investing in ways that support the transition to a low-carbon
economy. The Group continues to focus on a range of Net Zero targets – including committing to Net Zero for all emissions across the entire Group by
2040. More information on the Group’s approach to responsible investment including actions we take to mitigate the risks of transitioning to a low carbon
economy can be found in our Responsible Business Report within the Benefact Group Annual Report and Accounts.
Long-t
erm business
Our life business, Ecclesiastical Life, provides a product backing policies sold by the wider Group’s pre-paid funeral plan business as well as legacy book
of life insurance business which remains closed to new business. Profit before tax was £1.2m for the year (2022: £0.1m loss), driven by investment returns
due to the improvement in markets in the later part of the year. Assets and liabilities in relation to the life insurance business remain well matched.
Outl
ook
The continued high cost of living pressures have been challenging for many in 2023 but with further evidence of easing inflationary pressures, this is
expected to allow a move towards less restrictive monetary policies in the countries the Group operates within. We expect market conditions will continue
to bring change and geo-political uncertainty but this will bring opportunities to help our customers and clients to navigate these challenges. While these
global uncertainties persist, the Group continues to take a long-term view of risk, and the underlying resilience of our businesses means we will continue
to grow sustainably and invest for the future.
The
Board approved a donation of £21m in respect of the Group’s 2023 performance, of which £13m was paid in year and the remaining £8m to be paid in
due course, surpassing £200m cumulatively given to charitable causes since 2014, as the Benefact Group looks to achieve its ambition of giving £250m
by the end of 2025.
Denise Cockrem
Group Chief Financial Officer
Note:
The Group adopted IFRS 17 Insurance Contracts that became effective from 1 January 2023. Unless otherwise stated, comparatives figures for prior
periods are restated on an IFRS 17 basis. Further details of the impact of the adoption of IFRS 17 are included in note 37 to the financial statements.
Strate
gic Report
Approv
ed and authorised for issue by the Board of Directors and signed on its behalf by
Mark Hews
Group Chief Executive
21 March 2024
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Ecclesiastical Insurance Office plc
Governance
Board of Directors
Da
vid Henderson
Chair, Independent Non-Executive Director
David Henderson was appointed to the Board in April 2016. David began his career specialising in personal tax and UK trusts. He spent ten years as a
banker with Morgan Grenfell and, following that, 11 years in financial services executive recruitment with Russell Reynolds Associates. He joined the Board
of Kleinwort Benson Group plc as Personnel Director in 1995. He was appointed Chief Executive of Kleinwort Benson Private Bank Ltd (now Kleinwort
Benson) in June 1997. He was Chairman of Kleinwort Benson from 2004 to 2008 and a Senior Adviser to the Bank until 2019. He holds several external
Non-Executive Directorships.
Mark Hews
Group Chief Executive
Mark Hews was appointed Group Chief Executive in May 2013 and was previously Group Chief Financial Officer. He was appointed to the Board in June
2009 and appointed to the Board of MAPFRE RE in December 2013. He also became a Trustee of The Windsor Leadership Trust in November 2017. He
was formerly a Director of HSBC Life and Chief Executive of M&S Life. Prior to this he was Finance Director at Norwich Union Healthcare. He started his
financial career at Deloitte (formerly Bacon and Woodrow) as a consultant and actuary.
Denise Cockrem
Group Chief Financial Officer
Denise Cockrem was appointed Group Chief Financial Officer in December 2018 and joined the Board in September 2019. Denise is a Chartered Accountant
with significant industry experience, predominantly in financial services. She spent her early career in corporate finance and banking roles for EY, Barclays,
RBS and Direct Line. She then joined RSA as Group Financial Controller, spending nine years with them in various roles culminating in UK & Western
Europe Finance Director. Denise most recently held the position of Chief Financial Officer at Good Energy Group plc, an AIM-listed renewable energy
company who provide 100% renewable electricity and carbon neutral gas. In July 2022 Denise was appointed as a Non-Executive Director of ITM Power
plc, an AIM-listed company which designs and manufactures hydrogen energy solutions to enhance the use of renewable energy. She was also a Trustee
of MacIntyre Academy Trust, which provides special schools and specialist alternative provision for children and young people until February 2023.
Denise was also Non-Executive Director of the Skipton Building Society from 2015 to 2021.
S. Jacinta Whyte
Deputy Group Chief Executive
Jacinta Whyte was appointed Deputy Group Chief Executive and joined the Board in July 2013 with responsibility for the Group’s General Insurance
business globally. She was also appointed to the Ansvar Australia Board during 2013. Jacinta joined Ecclesiastical in 2003 as the General Manager and
Chief Agent of the Group’s Canadian business, a role that she continues to hold. Having commenced her career as an underwriter for RSA in Dublin in 1974,
she moved with them to Canada in 1988, holding a number of senior executive positions in both Ireland and Canada.
Ch
ris Moulder
Senior Independent Non-Executive Director
Chris Moulder was appointed to the Board in September 2017. Chris is also a Director of the Insurance Board of Lloyds Banking Group and Tokio Marine
Kiln. He was also a Director of the Company’s ultimate parent, Benefact Trust until July 2023. Chris retired in 2017 after five years at the Bank of England
as Director of General Insurance at the Prudential Regulation Authority. Prior to this he had spent 26 years with KPMG as a partner in its Financial Sector
practice.
Rita Bajaj
Independent Non-Executive Director
Rita was appointed to the Board in July 2021. She is a Chair, Senior Independent Director, Non-Executive Director and Board member with over 30 years’
broad investment markets experience on a number of financial services firms. Previously, she held senior investment positions at Global and UK Asset
Managers in the UK & US, was EMEA CAO at a US custody bank and is a former FCA regulator.
Cu
rrently, Rita is the Audit, Risk & Compliance Chair and Senior Independent Director of Fidelity International Life Limited and the Chair of Threadneedle
Investment Services Limited. She holds a non-executive directorship for Wesleyan Assurance and is a board member for the London Pension Fund
Authority. In addition, Rita is an Independent Member for Hargreaves Lansdown’s workplace SIPP IGC committee. She is also Non-Executive Director of
EdenTree Holdings Limited and EdenTree Asset Management Limited.
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Ecclesiastical Insurance Office plc
Governance
Francois-Xavier Boisseau
Independent Non-Executive Director
Francois-Xavier Boisseau was appointed to the Board in March 2019. In addition Francois-Xavier is a Non-Executive Director of the Company’s
ultimate parent Benefact Trust Limited, Benefact Broking and Advisory Holdings Limited and the Chair of IQUW Syndicate Managing Agency Ltd.
Francois-Xavier has more than 30 years’ experience working in the insurance industry, 25 years in the UK. He was CEO of Insurance Ageas (UK) until
December 2018. Prior to that Francois-Xavier was CEO of Groupama and CEO of GUK Broking Services as well as being Non-Executive Chairman of
Lark, Bollington and Carole Nash.
Sir Stephen Lamport
Independent Non-Executive Director
Sir Stephen was appointed to the Board in March 2020. He is the Vice Lord-Lieutenant of Surrey and a Senior Adviser at Sanctuary Counsel. He was
a Director of Benefact Trust until 5 March 2024 and is Vice-President of the Community Foundation for Surrey; Painshill Park Trust Chair; Chair of
the British Red Cross UK Solidarity Fund Committee; and is the Deputy High Bailiff of Westminster Abbey. He co-authored with Douglas Hurd a political
novel, ‘The Palace of Enchantments’.
He has now retired as a Court member of the St Katharine’s Foundation. Sir Stephen was the Receiver General of Westminster Abbey from 2008 to 2018,
and previously a Group Director of the Royal Bank of Scotland for five years. He was Deputy Private Secretary to The Prince of Wales from 1993,
and Private Secretary and Treasurer from 1996 to 2002. From 1994 to 2002 he was a member of HM Diplomatic Service, with overseas postings in New
York, Tehran and Rome.
He was appointed KCVO in 2002, and GCVO in 2018.
Neil Maidment
Independent Non-Executive Director
Neil Maidment was appointed to the Board in January 2020. Neil is an Independent Non-Executive Director at Lloyd’s of London and a member of
the Council of Christ’s Hospital. He has over 35 years’ experience in the insurance market. He was previously a Director of Beazley plc and was
Chief Underwriting Officer of the company and Active Underwriter of its Lloyd’s syndicates from 2008 to 2018. He was Chairman of the Lloyd’s
Market Association from 2016 to 2018 and served as an elected working member of the Council of Lloyd’s during the same period.
Angus Winther
Independent Non-Executive Director
Angus Winther was appointed to the Board in March 2019. Angus co-founded Lexicon Partners, a London-based investment banking advisory firm,
where he specialised in advising clients in the insurance and financial services sectors. He was closely involved in Lexicon Partners’ leadership until
it was acquired by Evercore in 2011 and served as a Senior Adviser at Evercore until October 2016. He is currently Chair of Apollo Syndicate Management
Limited, a Lloyd’s managing agent and was previously a Non-Executive Director of Hiscox Syndicates Limited and Trinity Exploration & Production plc.
Angus is also Churchwarden of Holy Trinity Brompton, Vice Chair of the Church Revitalisation Trust and a trustee of St Mellitus College Trust, St Paul’s
Theological Centre, and the Church Renewal Trust.
Andrew McIntyre retired from the Board on 22 June 2023.
1717
Ecclesiastical Insurance Office plc
Governance
Board composition as at 21 March 2024
Balance of Non
-Executive Directors and Executive Directors
2023
2022
Non-Executive Directors: Executive Directors
7:3
8:3
Gender Balance
Male: Female
7:3
8:3
Ethnicity
White British or other White (including minority-white groups)
9
10
Mixed/Multiple Ethnic Groups
0
0
Asian/Asian British
1
1
Black/African/Caribbean/Black British
0
0
Other
ethnic group, including Arab
0
0
Length of Tenure
(Chairman and non-executive directors)
0 – 3 years
1
3
3 – 6 years
4
4
6
– 9 years
2
1
10 years+
0
0
Geographical Mix
United Kingdom
8
9
Rest of Europe
1
1
North America
1
1
Rest
of World
0
0
Age
0
0
35
-45
2
3
46
-55
4
4
56
-65
4
4
65+
1818
Ecclesiastical Insurance Office plc
Governance
Directors’ Report
The directors present their report and the audited consolidated financial statements for the year ending 31 December 2023.
Information incorporated by reference
The Directors’ Report required under Companies Act 2006 comprises this report and other disclosures contained in the Strategic Report, Governance
section and Notes to the consolidated financial statements is incorporated by reference and includes the following information:
Information
Reported in
Page(s)
Business model Strategic Report Page 9
Corporate Governance Statement Corporate Governance Report Page 23
Financial instruments Note 4
Page 75
Derivative financial instruments and hedging
Page 66
accounting policy
Important events since 31 December 2023
Strategic Report
Page 21
Future developments
Strategic Report
Page 3
Research and development Strategic Report Page 3
Employee engagement and involvement
Strategic Report
Page 11
Stakeholder engagement
Strategic Report
Page 11
Greenhouse gas emissions and energy consumption Strategic Report Page 8
Going Concern and Viability Statement Directors’ Report Page 21
Diversity and inclusion
Strategic Report
Page 9
The Section 172 Statement
Strategic Report
Page 10
Principal risks and uncertainties Strategic Report
Page 3
Note 3
Page 72
Company status and branches
Ecclesiastical Insurance Office plc is incorporated and domiciled in England and Wales (registration number 00024869). The registered office of the
Company is Benefact House, 2000 Pioneer Avenue, Gloucester Business Park, Brockworth, Gloucester, GL3 4AW, United Kingdom. The Company has
branches in Canada and Ireland.
Principal activities
The Group operates principally as a provider of general insurance. Details of the subsidiary undertakings of the Company are shown in note 34 to the
financial statements.
Ownership and share capital
At the date of this report, the entire issued Ordinary share capital of the Company was owned by Benefact Group plc. In addition, 4.35% of the issued
8.625% non-cumulative irredeemable preference shares of £1 each (‘Preference shares’) are owned by Benefact Group plc. In turn, the entire issued
ordinary share capital of Benefact Group plc was owned by Benefact Trust Limited, the ultimate parent of the Group.
Directors and their interests
The directors of the Company during the year and up to the date of this report are set out on pages 16 to 17 alongside the biographies of those directors
currently serving on the Board.
As set out in the Notice of Meeting, all directors who have served since the last AGM will be proposed for re-election except for Denise Cockrem, who will
be retiring from the Board at the end of June. All directors seeking re-election were subject to a formal and rigorous performance evaluation, further
details of which can be found in the Group Nominations Committee Report. Details of directors’ service contracts are set out in the Directors’ Remuneration
Report of Benefact Group plc.
Neither the directors nor their connected persons held any beneficial interest in any ordinary shares of the Company during the year ended 31 December
2023 and to the date of this report.
1919
Ecclesiastical Insurance Office plc
Governance
The interests of the directors and their connected persons in the preference shares in the capital of the Company as at 31 December 2023 and to the date
of this report are shown below:
Director
Nature of interest
Number of Non-Cumulative Irredeemable
Preference Shares held
Mark Hews Connected person 75,342
Denise Cockrem
Connected person
32,020
The Board has a documented process in place in respect of conflicts.
No c
ontract of significance existed during or at the end of the financial year in which a director was or is materially interested.
Indemnities and insurance
In accordance with the Company’s Articles and to the extent permitted by law the Company indemnifies each of its directors and directors of any associated
company against certain liabilities that may be incurred because of their positions. In addition, the Company maintains directors’ and officers’ liability
insurance. Neither our indemnity nor the insurance provides cover in the event that a director is proven to have acted dishonestly or fraudulently.
Employees
The Group is committed to nurturing a culture and work environment in which all colleagues can fulfil their potential. Our Equality and Diversity Standard
and Guidance sets our expectations for an open and inclusive workplace and we place the care and wellbeing of all our colleagues at the heart of our
employment policies.
Throughout the employee lifecycle from recruitment onwards, we carefully consider adjustments to our processes and practices and look for solutions
to remove barriers for those colleagues with disabilities.
Wh
en needed, we engage with third-party and occupational health specialists who provide us with expert advice and ensure we are offering the best
support we can. Through our adjusted work approach we provide an environment in which colleagues with additional needs can fully participate in all
opportunities provided by the Group from continued employment to training, job moves and promotions. We offer a range of support for colleagues to
help them maintain a healthy work and home life including; flexible working practices, virtual GP service, employee assistance programme, flu vaccinations
and eye tests as well as a wide variety of flexible benefits such as dental care and critical illness insurance.
Inf
ormation on employee engagement and well-being is provided in the responsible business section.
Dividends
Dividends paid on the preference shares were £9,181,000 (2022: £9,181,000).
Th
e directors do not recommend a final dividend on the ordinary shares (2022: £nil). No interim dividends were paid in 2023 and 2022 except the interim
dividend in specie made on 3 January 2023 in relation to the entire issued share capital of EdenTree Investment Management Limited of £4,651,000 and
Ecclesiastical Financial Advisory Services Limited of £572,000.
Going concern
The financial performance and principal risks and uncertainties section of the Strategic Report starting on page 3 provide a review of the Group’s business
activities and disclose the Group’s principal risks and uncertainties, including exposures to insurance, financial, operational and strategic risk.
Th
e Group has considerable financial resources: financial investments of £941.8m, 82% of which are liquid (2022: financial investments of £870.7m, 84%
liquid) and cash and cash equivalents of £112.1m (2022: £104.7m) to withstand economic pressures. Liquid financial investments consist of listed equities
and open-ended investment companies, government bonds and listed debt.
Th
e Group has a strong risk management framework and solvency position, is well placed to withstand significant market disruption and has proved
resilient to stress testing. The Group has considered its capital position, liquidity and expected performance. The Group and its businesses have sufficient
levels of cash and other liquid resources and has expectations it can meet its cash commitments over its planning horizon. The Group and its businesses
expect to continue to meet regulatory requirements.
De
spite economic pressures and challenges, given the Group’s operations, robust capital strength, liquidity and in conjunction with forecast projections
and stress testing, the directors have a reasonable expectation that the Group has adequate resources and is well placed to manage its risks successfully
and continue in operational existence for at least 12 months from the date of this report. Accordingly, they continue to adopt the going concern basis in
preparing the Annual Report and Accounts.
2020
Ecclesiastical Insurance Office plc
Governance
Longer-term viability statement
Th
e directors have assessed the prospects of the Group in accordance with Provision 31 of the 2018 UK Corporate Governance Code. Although the
prospects and business plans of the Group are considered over a longer period, the assessment by the directors covers three years. In making its
assessment the directors considered:
• Th
e Group’s current position and prospects, risk appetite, and the potential impact of the principal risks and how these are managed;
• The Group’s long-term business plans and strategy, and the costs associated with its delivery;
• The Group’s current capital, liquidity and solvency position and projections; and
• The political, economic and regulatory environment, including uncertainties on the geopolitical outlook and potential for a prolonged recession.
Whil
e the directors have no reason to believe the Group will not be viable over a longer period, a three-year outlook period has been selected. In
determining this assessment period, consideration has been given to the nature of the Group and its businesses, its stage of development, strategy and
business model. Given the rate of change in the markets in which the Group operates, three years provides an appropriate balance between the period of
outlook and degree of clarity over specific, foreseeable risk events that could impact on the viability of the Group. The directors will continue to monitor
and consider the suitability of this period.
Th
e Group uses varying stress scenarios with reference to the principal risks, which are documented on pages 3 to 7. Scenarios are designed to be severe,
but plausible, and assess the impact of certain events on the Group’s profitability and capital strength. Reverse stress testing is also used to assess what
could make the Group’s business model unviable. The outcome of testing was discussed by the Board during the year and consideration was given to the
current environment on the Group’s viability.
Am
ong the considerations and scenarios were further investment market volatility, claims experience and business deterioration.
Th
e solvency position of the Group has been projected as part of the Own Risk and Solvency Assessment (ORSA), which is a private, internal, forward-
looking assessment of own risk, required as part of the Solvency II regime. The forward looking emphasis of the ORSA ensures that business strategy and
plans are formulated with full recognition of the risk profile and future capital needs.
Anal
ysis confirms that the Group has sufficient capital resources to cover its capital requirements and is operationally resilient.
The directors have also considered the Group’s ability to service its preference shares, subordinated liabilities and the expectations of its ultimate charitable
owner, Benefact Trust Limited. The Group has fixed annual dividend payments of £9.2m in respect of its non-cumulative irredeemable preference shares.
The Group makes regular grants to its ultimate charitable owner, Benefact Trust Limited and when determining the appropriate level of grants, the Group’s
capital position and future business needs are taken into account.
Confirmation of viability
Based on the Group’s strong capital position, the strong risk management framework in place and the Group’s resilience to the variety of adverse
circumstances as demonstrated in the results of the stress testing and potential mitigating actions, the directors confirm that they have a reasonable
expectation that the Group will continue in operation and be able to meet its liabilities over the three year period of the viability assessment.
Political donations
No political donations were made in the year (2022: £nil). The Group policy is that no political donations be made or expenditure incurred.
Im
portant events since 31 December 2023
There have been no significant events or transactions since 31 December 2023.
Exte
rnal auditor
Having reviewed the effectiveness of the External Auditor, the Group Audit Committee recommended the reappointment of PricewaterhouseCoopers
LLP to the Board. Further details are disclosed in the Group Audit Committee Report.
Th
e Group Audit Committee reviews the appointment of the auditor, including the auditor’s effectiveness and independence, and recommends the
auditor’s reappointment and remuneration to the Board.
In accordance with Section 489 of the Companies Act 2006, a resolution proposing that PricewaterhouseCoopers LLP be reappointed as auditor of
the Group will be put to the forthcoming AGM.
Di
sclosure of information to the auditor
So far as each person who was a director at the date of approving this report is aware, there is no relevant audit information that the auditor is unaware,
that could be needed by the auditor in order to prepare their report.
2121
Ecclesiastical Insurance Office plc
Governance
Having made enquiries of fellow directors and the Group’ auditor, each director has taken all the steps that they ought to have taken as a director, in
order to make themselves aware of any relevant audit information, and to establish that the auditor is aware of that information.
Thi
s confirmation is given and should be interpreted in accordance with the provisions of Section 418 of the Companies Act 2006.
Annual General Meeting
A copy of the Notice for the 2024 AGM is available on Ecclesiastical’s website.
Dir
ectors' responsibilities statement
The directors are responsible for preparing the 2023 Annual Report and the financial statements in accordance with applicable law and regulations.
Compa
ny law requires the directors to prepare financial statements for each financial year. Under that law the directors have prepared the financial
statements in accordance with UK-Adopted International Accounting Standards (UKIAS). Under company law, directors must not approve the financial
statements unless they are satisfied that they give a true and fair view of the state of the affairs of the Company and of the profit or loss of the Company
for that period. In preparing the financial statements, the directors are required to:
se
lect suitable accounting policies and then apply them consistently;
state whether applicable UKIAS have been followed, subject to any material departures disclosed and explained in the financial statements;
make judgements and accounting estimates that are reasonable and prudent; and
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The
directors are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of
fraud and other irregularities.
The
directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company’s transactions and disclose
with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements comply with the
Companies Act 2006.
Directors’ confirmations
The directors consider that the 2023 Annual Report and accounts, taken as a whole, is fair, balanced and understandable and provides the information
necessary for shareholders to assess the Group’s and Company’s position and performance, business model and strategy. Each of the directors, whose
names and functions are listed on pages 16 and 17 confirm that, to the best of their knowledge:
the Group and Company financial statements, which have been prepared in accordance with UK-adopted international accounting standards, give
a true and fair view of the assets, liabilities and financial position of the Group and Company, and of the profit of the Group; and
the Strategic Report includes a fair review of the development and performance of the business and the position of the Group and Company,
together with a description of the principal risks and uncertainties that it faces.
Approv
ed and authorised for issue by the Board of Directors and signed on its behalf by
David Henderson Mark Hews
Chair Group Chief Executive
21 March 2024 21 March 2024
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Ecclesiastical Insurance Office plc
Governance
Corporate Governance Report
Int
roduction from the Chair
Dear
Stakeholder
I am delighted to introduce the Corporate Governance Report. I firmly believe that good corporate governance is essential in assisting us to deliver our
ambitions and to continue supporting our stakeholders.
Our
approach to governance
As a Board, we are committed to applying the highest standards of corporate governance and believe that the affairs of the Company should be conducted
in accordance with best business practice. Consequently, although the Company does not have shares with a premium listing on the London Stock
Exchange we have chosen to voluntarily comply with the Principles and Provisions of the 2018 UK Corporate Governance Code (the Code) where possible.
A copy of the Code can be found on the FRC’s website. I am pleased to report that, we are fully compliant with the principles and provisions of good
governance contained in the Code with the following exceptions:
Provision
Current Status / Explanation
4:
When 20 per cent or more of votes have been cast against the board
Given Benefact Group plc owns the entire issued Ordinary share capital of the
recommendation for a resolution, the company should explain, when
Company, there is no need to comply with the provisions relating to outcomes
announcing voting results, what actions it intends to take to consult
from shareholder votes
shareholders in order to understand the reasons behind the result.
10.
The board should identify in the annual report each Non-Executive
All Non-Executive Directors are Non-Executive Directors of the Company’s
director it considers to be independent. Circumstances which are likely
immediate parent, Benefact Group plc. Francois Boisseau is also Non-Executive
to impair, or could appear to impair, a non-executive director’s
Director
of the Company’s ultimate parent. As explained in the Group
independence include, but are not limited to, whether a director:
Nominations Committee Report the Board believes, all Non-Executive Directors
− holds cross-directorships or has significant links with other
are independent in character and judgement. A key area of focus for the Group
directors through involvement in other companies or bodies;
Nominations Committee during 2024 will be the separation of the Board of the
Where any of these or other relevant circumstances apply, and the
Company and its immediate parent following the Group re-structure.
board nonetheless considers that the non-
executive director is
independent, a clear explanation should be provided.
36:
Remuneration schemes should promote long-term shareholdings
Given the Company does not have listed equity shares we are unable to comply
by executive directors that support alignment with long-term
with the shareholding requirements for Executive Directors.
shareholder interests.
Areas of Board and Committee focus
During the year the focus was on the challenges arising from the backdrop of uncertainty and challenging economic conditions. We looked to demonstrate
our resilience and commitment to our stakeholders as detailed below. We have also overseen the delivery of the Company’s business plan and strategic
initiatives and a range of other matters as detailed in the Board activities below.
In the year ahead, we will look to make our Board more independent from our immediate parent following the re-structure of the Benefact Group. We will
also continue to focus on our growth ambitions including implementing solutions for our strategic systems.
AGM
and re-election of directors
This year our AGM will be taking place on 25 June 2024. A copy of the Notice for the AGM is available www.ecclesiastical.com.
In accordance with the Code and as set out in the Notice of Meeting, all directors who have served since the last AGM will be proposed for re-election
(except for Denise Cockrem). I can confirm that all directors seeking re-election were subject to a formal and rigorous performance evaluation. Further
details can be found in the Group Nominations Report.
David Henderson
Chair
21 March 2024
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Ecclesiastical Insurance Office plc
Governance
Board leadership and Company Purpose
Role of the Board
The Board is responsible to the Group’s shareholders for the long-term success of the Group, its purpose, values, strategy, culture and its governance.
Greatimportancesiplacedonawell-informedanddecisiveBoard,andBoardmeetingsarescheduledandheldregularlythroughouttheyear.
The Board sets annual objectives for each year in addition to setting the Group’s strategic direction. These are implemented through approval and
regular assessment of the business plan and strategy process.
It
is the Board’s policy to record any unresolved concerns about the running of the Company and any proposed action in the Board minutes. During 2023,
no Director had any such concerns.
Purp
ose, values and strategy
The Group’s purpose is to contribute to the greater good of society. In particular, the Group strives to improve the lives of customers, beneficiaries and
society as a whole. This is achieved by managing a portfolio of businesses that operates on the highest ethical principles. It seeks to diversify and bring
an ethical dimension to more aspects of society; and all of its businesses need to set a high bar, putting its customers first and setting an example to
others.
As
a unique company, with a unique purpose, we know that our success is not just about what we do, it’s how we do it that makes the real difference. The
way that we work is based upon our Group values. They underpin our vision, ambition and strategy and they are the common thread that binds our family
of businesses together.
Ple
ase also see the Strategic Report for more details.
Culture
The Board is responsible for setting the right values and culture within the Group and ensuring the fair treatment of customers. During 2023 a simplified
and refreshed set of values were launched which inform the culture across the Group, as described below:
Collaborating
We’re a family of diverse businesses united by our culture of inclusion and our commitment to the value, energy and fun of
working together.
Ambitious
Our growth is empowered by our ability to be confident, bold and agile. We activity listen, learn and innovate whilst
maintaining a consistent focus on delivering the highest standards for our customers and clients.
Responsible
We stake our reputation on integrity, ethical principles and commitment to building a responsible and sustainable legacy.
Expert
We nurture our colleagues with opportunities for growth, trusting each other’s specialist expertise, knowledge and
experience to deliver the best outcomes for our customers, clients and beneficiaries.
Supporting
Our purpose is at the heart of everything we do, bringing us together to build a movement for good.
Eve
ry colleague contributes to building and sustaining our culture through the way we behave with each other, our business partners, clients, customers
and communities.
Our values are embedded across the Group’s employee lifecycle, from recruitment through to performance management, our behaviour model, personal
development and communications. The culture of the Group is monitored and assessed through the employee survey results and individually through
the assessment of performance which also informs reward outcomes.
Board activities in 2023
The key activities considered by the Board and links to stakeholders during the year are set out below.
1
2
3
4
5
Stakeholders for this purpose are defined as
customers;
colleagues;
communities;
shareholders and investors;
suppliers (including brokers);
6
7
regulators and governments; and
the environment.
Str
ategy and Performance
1,2,3,4,5,6,7
4
1,2,4,5,6
CEO’s Report
Benefact Trust updates
Business updates
The CEO led discussions on general
Received regular reports from the
Received business and performance updates from
business performance, key strategic
Shareholder
business areas including Australia, Canada, Ireland
initiatives
2424
Ecclesiastical Insurance Office plc
Governance
Strategic Reviews
At each meeting, the Board had focused discussion on matters of strategic significance to evaluate progress, provide insight and where necessary take
appropriate action as shown below:
1,2
1
1,3,7
UK General Insurance
Insurance Systems
Climate change
Early themes were considered
Discussed and challenged the approach to
• Received regular sustainability champion
the combined policy administration,
updates
reinsurance and claims platform
• ClimateWise Reporting update
• Approved the Responsible & Sustainable
Investment Policy
Financial
4
4
4
CFO’s Report
Capital, costs and budget
Cashflow and dividends
The CFO led discussions on financial
• Agreed the Group Corporate Strategy
• Considered the dividends to be paid to the
performance across the Group including
and Business Plans 2024-26
holders of the 8.625% Non-Cumulative
rating agency considerations and IFRS 17, the
• Agreed to increase the loan from EIO to
Shares of £1.
new accounting standard
Benefact Group plc
• Considered making a distribution in the form
of a grant to the Company’s ultimate parent
Benefact Trust Limited
1,2,4,5,6
1, 4, 6
1, 4, 6
Results and regulatory disclosures
Group reinsurance arrangements
General Insurance underwriting
• Reviewed and approved the Annual
Received an update on the renewal season
Received reports from the Chief Underwriting Officer
Report and Accounts and the half and
including market conditions and reinsurance
on the performance and health of the general
full year results announcements
arrangements put in place
insurance underwriting portfolios
• Reviewed and approved the Solvency
and Financial Condition Report (SFCR)
• Approved the Tax Strategy
• Reviewed the going concern assessment
and viability statement
Go
vernance, legal and regulatory
3, 4. 6
1, 3, 4. 5, 6
1,2,3,4,5,6,7
Board succession and diversity
Board effectiveness
Governance, legal and regulatory
• On recommendation from the Group
• Considered outcomes from the External
• Approved the resolutions to be put to the
Nominations Committee, assessed the
Board Evaluation
Shareholder at the AGM
independence of the Non-Executive
• Approved objectives for 2023 and
• Considered directors’ Conflicts of Interest
Directors
monitored progress during the year
• Considered operational resilience and the
• Approved the changes to Committee
• Approved changes to its Committees’
recovery plan
composition
terms of reference
• Considered the corporate re-structure and the
• Approved the refreshed Board Diversity
approach to streamlining governance
Policy
Co
lleagues, culture and values
2
2
1
2
Culture
Global people strategy
Consumer Duty
Charitable purpose
• Considered updates on
Considered the Group’s
• Received regular reports on
Considered regular updates on the
people, engagement and
aspirations to be the best
changes in philosophy due to
charitable purpose and mission
performance
employer
Consumer Duty Regulations
(including consideration of the
• Reviewed the annual Health
grant policy in Canada and
and Safety Report
Australia)
Ri
sk management
Group ORSA
Effectiveness of Internal Controls
Group Risk Appetite
Approved the Own Risk and Solvency
Supported by the Group Audit Committee
Approved the Group risk appetite
Assessment
reviewed the internal controls in place across
the Group and determined their effectiveness
2525
Ecclesiastical Insurance Office plc
Governance
Continuous professional development, training and site visits
Board CPD Sessions
Site visits
During the year the Board received dedicated sessions on reinsurance
In 2023, directors resumed site visits to enable them to deepen their
and credit risk, Consumer Duty, the internal model and climate change.
knowledge and understanding of the Group. Sites visited during the year
included Australia; Canada and Ireland.
Whis
tleblowing
The Board (via the Group Audit Committee) is responsible for reviewing the Group’s Whistleblowing Policy and Procedures and receives regular updates
from the Chair of that Committee. More information is contained within the Group Audit Committee Report.
Conflicts of interest
A Register of Directors’ conflicts is maintained by the Group Company Secretary to monitor and manage any potential conflicts of interest. Training on the
Companies Act 2006 has been given to all directors who are regularly reminded of their duties.
An
y conflicts are declared at the first Board meeting at which the director becomes aware of a potential conflict and then recorded in the conflicts register.
The Board considers all conflicts in line with the provisions set out in the Company’s Articles. The directors are required to review their interests recorded
in the conflicts register on a biannual basis.
In ad
dition, the Board oversees the procedure for managing actual and potential conflicts of interest in the trading relationship with brokers and the general
insurance business. It is underpinned by the desire to put the customer interest at the forefront of their dealings and seek to deliver the best customer
outcome.
It
is the Board’s policy to record any unresolved concerns about the running of the Company or any proposed action in the Board minutes. During 2023
no director had any such concerns.
Division of responsibilities
There is a division of responsibilities between non-executive and executive roles to ensure appropriate oversight and accountability. These roles and
responsibilities are clearly defined, set out in writing, and reviewed by the Board. The roles of the Chair and Group Chief Executive are undertaken by
separate individuals as set out in the Governance Structure Chart. In addition, the Board has designated Non-Executive Directors as champions for
workforce engagement, climate change and Consumer Duty.
David Henderson met with the Non-Executive Directors without the Executive Directors present on a number of occasions throughout the year. Mark
Hews regularly meets with the Group Management Board to attend to the operational management of the Group. Any matters of significance are
communicated to Directors outside of the Board meeting schedule.
2626
Ecclesiastical Insurance Office plc
Governance
Governance Structure
Documents available at www.ecclesiastical.com
• Articles of Association
• Matters Reserved to the Board
• Committee Terms of Reference
The Board
The Board’s role is to provide entrepreneurial leadership of the Group within a framework of prudent and effective controls which enables the risks
which the Group faces to be assessed and managed. The Board sets the Group's high level strategic aims, ensures that the necessary financial and
human resources are in place for it to meet its objectives and reviews management performance. The Board sets the Group's values and standards and
ensures that its obligations to its customers, its shareholders and other stakeholders are understood and met.
Chair, David Henderson
Senior Independent Director, Chris Moulder
Non-executive Directors, Rita Bajaj,
Francois-
The Chair is responsible for the active leadership
The Senior Independent Director supports
Xavier Boisseau, Sir Stephen Lamport, Neil
of the Board, ensuring its effectiveness in all
and acts as a sounding board for the Chair
Maidment, Angus Winther
aspects of its role. The Chair is pivotal in creating
and is responsible for overseeing the
Non-Executive Directors have a responsibility to
the conditions for overall board and individual
governance practices of the Company and
uphold high standards of integrity and probity
director effectiveness, setting clear expectations
leading the directors in their appraisal of the
including acting as both internal and external
concerning the style and tone of board
Chair. Along with the Chair, the Senior
ambassadors of the Company. As part of their role
discussions, ensuring the Board has effective
Independent Director is the primary contact
as members of a unitary board, Non-Executive
decision-making processes and applies sufficient
for the shareholder and they meet regularly
Directors should constructively challenge and
challenge to major proposals.
with the shareholder to share and
help develop proposals on strategy.
understand views.
The Board delegates certain matters to its five principal committees, which reports to the Board after each meeting
Group Audit Committee
Gr
oup Finance and Investment
Group Risk Committee
Group Nominations
Group Remuneration
Oversees financial, climate,
Committee
Oversees the Risk
Committee
Committee
non-financial and regulatory
Oversees the management of
Management Framework
Ensures that there is an
Determines the Group’s
reporting processes; internal
certain of the Company’s
including risk appetite
appropriate balance of
Remuneration Policy and
controls; whistleblowing
financial assets (including its
and tolerance; the risk
skills, knowledge and
ensures there is
arrangements; tax strategy
investment portfolio) to ensure
and compliance
experience on the
alignment between
and policies; internal audit
it is properly governed,
functions; and
Board, its committees
performance and reward.
function; and manages the
controlled and performing as
reviews prudential risk
and within the Group’s
relationship with the external
expected within agreed risk
(including overseeing the
subsidiary companies.
Auditor.
parameters. It also reviews and
capital model), conduct
advises on any major financial
risk and climate change
decisions on behalf of the Board
risk.
Group Chief Executive, Mark Hews
The Board delegates the execution of the Company’s strategy and day-to-day management of the business to the Chief Executive, assisted by
members of the Group Management Board (GMB).
Deputy Group Chief Executive, Jacinta Whyte
Group Chief Financial Officer, Denise
Group Company Secretary, Rachael Hall
The Deputy Group Chief Executive is
Cockrem
The Company Secretary is responsible for
accountable to the Group Chief Executive for
The Group Chief Financial Officer is
compliance with board procedures, advising the
leading the general insurance businesses.
accountable to the Group Chief Executive for
Board on all governance matters, supporting the
the financial management of the Group and
Chair and helping the Board and its Committees to
for ensuring that it complies with its
function efficiently. All Directors have access to
statutory and regulatory reporting
the advice of the Company Secretary.
requirements.
Attendance at meetings
Directors are expected to attend all Board meetings and strategy days as well as Committee meetings where they are members. However, it is
recognised that sometimes this may not be possible in exceptional circumstances. Where this is the case, directors receive the papers and provide
comments to the relevant meeting.
In 2023, the Board held five scheduled meetings and a strategy day. In addition, the Board participated in regular training sessions. Below is a record of
the Directors’ attendance for Board and Committee meetings during 2023:
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Director since
Board
Group Audit
Group Finance &
Group
Group
Group Risk
Meetings
Committee
Investment
Nominations
Remuneration
Committee
attended
Committee
Committee
Committee
/eligible to
attend
Executive Directors
Mark Hews
Jun 2009
6/6 - - - - -
S. Jacinta Whyte
July 2013
6/6 - - - - -
Denise Cockrem
September 2019
6/6
-
-
-
-
-
Non
-Executive Directors
David Henderson
April 2016
6/6 - 5/5 3/3 5/5 -
1
Rita Bajaj
July 2021
6/6
5/5
-
-
1/1
2
Francois
-Xavier Boisseau
March 2019
6/6 10/10 4/5 - - 6/6
Sir Stephen Lamport
March 2020
6/6
-
-
-
5/5
6/6
Neil Maidment
January 2020
6/6 10/10 - - 5/5 6/6
3
Chris Moulder
September 2017
6/6
9/10
-
3/3
-
5/6
4
Angus Winther
March 2019
6/6
-
5/5
3/3
4/5
-
5
Andrew McIntyre
April 2017
3/3
6/6
-
-
-
3/4
1
Rita Bajaj was appointed to the Group Risk Committee on 26 September 2023
2
Francois-Xavier Boisseau was unable to attend a Group Finance and Investment Committee meeting due to a prior commitment arranged before the meeting was confirmed.
3
Chris Moulder was unable to attend a Group Audit Committee and Group Risk Committee meeting due to prior commitments arranged before the meeting was confirmed.
4
Angus Winther was unable to attend a Group Remuneration Committee meeting due to personal commitment.
5
Andrew McIntyre retired from the Board on 22 June 2023. He was unable to attend a Group Risk Committee meeting due to a professional engagement arranged before the
meeting was confirmed.
Internal controls
The Board is ultimately responsible for the systems of risk management and internal control maintained by the Group and reviews their appropriateness
and effectiveness annually. The Board views the management of risk as a key accountability and is the responsibility of all management and believes that,
for the period in question, the Group has maintained an adequate and effective system of risk management and internal control that complies with the
Code.
The
Group embeds risk management into its strategic and business planning activities whereby major risks that could affect the business in the short and
long term are identified by the relevant management together with the assessment of the effectiveness of the processes and controls in place to manage
and mitigate these risks.
The Group’s internal control framework is vital in setting the tone for the Group and in creating a high degree of control consciousness in all employees.
A Cod
e of Conduct and a Code of Ethics are embedded into the culture of the Group and is accessible to all staff via the intranet.
Ass
urance on the adequacy and effectiveness of internal control systems is obtained through management reviews, control self-assessment and internal
audits.
Sys
tems of internal control are designed to manage rather than eliminate the risk of failure to achieve business objectives, and can provide reasonable,
but not absolute assurance as to the prevention and detection of financial misstatements, errors, fraud or violation of law or regulations. Further
information on internal controls is set out in the Group Audit Committee Report.
By order of the Board
Rachael Hall,
Group Company Secretary
21 March 2024
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Nominations Committee Report
Committee member
Member since
Meetings attended
Chris Moulder November 2019 3/3
David Henderson January 2018 3/3
Angus Winther May 2021 3/3
Dear Stakeholder
I am pleased to present the Group Nominations Committee’s Report for the year-ending 31 December 2023. During the year, we reviewed the skills,
experience and diversity on the Board, its Committees and subsidiaries and led the process for the appointment of a new Non-Executive Director which
will be finalised in 2024. In addition, I was also appointed as Group Audit Committee Chair and Neil Maidment succeeded me as the Group Risk Committee
Chair. In 2024, we will be focusing on making the Boards of EIO and Benefact Group plc more independent following the re-structure of the Group.
Chris Moulder, Group Nominations Committee’s Chair
21 March 2024
Com
position of the Board and Senior Management
The Committee considered the composition of the Board and its Committees. This included consideration of skills, knowledge, experience, length of tenure,
independence, and diversity in the context of the Group’s long term strategic priorities.
The Committee was conscious that improvements were required in relation to the diversity of the Board and its committees particularly in terms of female
representation which it has actively tried to address. In line with the expectations of the FCA, the Committee has also committed to making this a
consideration when recruiting new directors.
Boa
rd Diversity
Ecclesiastical recognises the benefits of having a diverse Board and is committed to improving diversity on the Board. It believes that diversity both
strengthens the Board and business performance. The Board will take opportunities, as and when appropriate, to further improve diversity in its broadest
sense (including ethnicity, skills, regional and industry experience, background, age, gender and other distinctions) as part of its recruitment practice.
However, the Board believes the approach to diversity and inclusion should not be a ‘tick box exercise’ but an opportunity to continue to build a cohesive
and robust leadership. Ultimately all appointments should be made on merit with directors able to bring a range of thoughts and opinions to avoid
‘Groupthink’.
As r
eported last year, the Board’s Diversity Policy includes objectives which align with the diversity and inclusion targets set out in the Listing Rules.
Stat
ement on Board Diversity
Although the Board is pleased that we have met two of the three diversity targets, we are disappointed that we have been unable to achieve one of the
objectives as set out below:
Board Diversity Objective
Implementation and progress
At least 40% of the Board are women. 30% of the Board are women. The Board recognises the need for a
fully diverse, equitable and inclusive Board. During the recruitment
process for a new Group Audit Committee Chair, the Board sought
to appoint a woman, but we were not able to attract a suitable
candidate. The Committee regularly reviews the composition of the
Board, its Committees and Senior Management. Women who
possess the required skills and experience will be prioritised in any
future Board related appointment.
At least one of the senior positions on the Board (defined as
The Deputy Chief Executive Officer and Group Chief Financial Officer
Chair, Chief Executive, Senior Independent Director and
are women.
Chief Financial Officer) is held by a women.
At least one director is from a minority ethnic background.
One member of the Board is from an ethnic minority background.
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Numerical information on representation on the Board a is set out in the Board Diversity Schedule.
Di
rectors’ Length of Service
The Committee monitors the length of tenure of all directors as shown in the table on Board diversity.
Director’s Independence and time commitments
The Board believes that all the Non-Executive Directors were independent throughout 2023. Independence is reviewed as part of each director’s annual
appraisal, considered by the Committee and agreed by the Board annually. The Committee has considered the circumstances and relationships of all Non-
Executive Directors and, following rigorous review, the Committee confirmed to the Board that all Non-Executive Directors remained independent in
character and judgement. No individual participated in the discussions relating to their own independence.
All N
on-Executive Directors are directors of the Company’s immediate parent, Benefact Group plc. Francois Boisseau is also a director on the Boards of
Benefact Trust Limited and the Company (‘common directors’). Chris Moulder and Sir Stephen Lamport were also common directors until 6 July 2023 and
5 March 2024 respectively when they stepped down from the Board of Benefact Trust Limited. The common directorship model is regarded as good
practice with a charity that owns a trading subsidiary and these common directors enable the Trust to gain a thorough understanding of its subsidiary
company’s performance and the strategic issues it faces, and for the subsidiary to understand the expectations of its parent company. A joint Company
and Benefact Trust Limited Nominations Committee Meeting is held annually, amongst other things to consider the appointment of common directors.
Th
e Committee evaluates the time non-executive directors spend on the Company’s business annually and is satisfied that, in 2023, the Non-Executive
Directors continued to be effective and fulfilled their time commitment as stated in their letters of appointment.
Ex
ternal directorships are considered to be valuable in terms of broadening the experience and knowledge of Executive Directors, provided there is no
actual or potential conflict of interest, and the commitment required is not excessive.
Al
l appointments are subject to approval by the Board, and the Conflicts Register maintained by the Group Company Secretary is used to monitor external
interests. Any monetary payments received by Executive Directors from outside directorships are paid over to and retained by the Group.
Succe
ssion Planning and Talent Development
The composition of the Board and Senior Management is informed by plans for orderly, rigorous and a phased approach to succession and to reflect the
Group’s strategic ambitions, opportunities and challenges faced.
In
respect of each leadership role, emergency, short-term and long-term succession plans are considered and challenged by the Committee to ensure
that appropriate skills are in place to support the Group’s strategy and ensure a diverse pipeline of talent is in place. This is supported by a robust skills
analysis which is conducted for all directors annually. During 2023, the assessment demonstrated that all directors had the required skills, expertise and
knowledge the Board believes are necessary to drive the Group forward.
In s
upport of the Group’s strategy to build a world class team, the Committee reviewed the talent, succession, and leadership activities across the Group.
Bo
ard Appointments
The appointment process is set out below:
Ap
pointment Process
An Appointments Panel comprising Chris Moulder, David Henderson, and Rachael Hall was formed for the recruitment of a new Non-Executive Director
with extensive senior experience in the financial services sector or the civil service. A Position Specification for the role based on objective criteria and
having regard to the outcome of the Board skills analysis was developed.
Foll
owing a tender process involving three Search Agencies, Sapphire Partners (which had no other connection to the Group) was engaged to support
the recruitment process.
Hav
ing due regard to the Board’s diversity and inclusion ambitions, the skills and competences outlined in the specification, and the Group’s ethics, culture
and values, Sapphire Partners drew up a list of potential candidates. This long-list was reduced to a short list by the Appointments Panel and interviews
were held in March 2024. Information on the conclusion of this process will be provided in next year’s Committee Report.
Cha
irs of the Group Audit Committee and the Group Risk Committee
During the year, we continued to search for a long-term successor to Andrew McIntyre who stepped down as the Chair of the Audit Committee and a
member of the Board on 22 June 2023. As the Board is challenged from a female diversity perspective, the Nominations Committee had hoped that the
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Ecclesiastical Insurance Office plc
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successful candidate would be a women. After an extensive market search and much deliberation by the Nominations Committee, it was agreed to suspend
the search and appoint Chris Moulder as Group Audit Committee Chair until his term comes to an end in 2026. Chris Moulder stepped down as Chair of
the Group Risk Committee and was succeeded by Neil Maidment.
Gr
oup Chief Financial Officer
Denise Cockrem will retire from her role as an Executive Director and Group Chief Financial Officer on 30 June 2024. The search for a new Group Chief
Financial Officer has commenced and an update will be provided in next year’s Annual Report.
Ind
uction and Training
All Directors undertake a formal, comprehensive and tailored induction upon joining the Board. This includes sessions with key SMEs across the Group.
In ad
dition, the annual training schedule of the Board is developed in consultation with the Committee, the GMB and key SMEs around the Group before
being approved by the Board. It is dynamic and can change to reflect the needs of the Board. Any Director may request further training to support their
individual or collective needs. Throughout the year, the Board received training on reinsurance/credit risk, Consumer Duty, Internal Model, and Task Force
on Climate-Related Financial Disclosures (TCFD)/Climate Change.
Th
e Group Company Secretary maintains annual Continuing Professional Development (CPD) records for all directors, which the Chair reviews as part of
their annual appraisal.
Board Evaluation and Performance
All Directors receive an annual appraisal from the Chair. The Chair is appraised by the Board, in his absence led by the Senior Independent Director.
As e
xplained in last’s year’s Committee report Stephenson Executive Search conducted the external Board Evaluation in late 2022 and early 2023. It had
no connection to the Group or its directors beyond Tim Stephenson, Stephenson Executive Search’s Chair supporting David Henderson in relation to Non-
Executive Director assignments. The Board was content that Mr Stephenson provided an independent view on the performance of the Board, its
committees and individual directors. Mr Stephenson observed Board and Committee meetings and conducted a series of interviews with each director,
the Group Company Secretary, the Group Chief Actuary and the Group Chief Risk and Compliance Officer. The outcome of the evaluation was considered
by the Board in March 2023. The main recommendations arising from the Board Evaluation related to the Board Succession planning as described earlier
in in this report.
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Group Risk Committee Report
Meetings
Neil Maidment
Committee member Member since
attended/eligible to
attend
1
Neil Maidment (Chair)
March 2020 6/6
2
Rita Bajaj
September 2023 1/1
Francois-Xavier Boisseau
April 20196/6
Sir Stephen Lamport
November 20206/6
3
Chris Moulder
September 2017 5/6
4
Andrew McIntyre
August 2017 3/4
1
Neil Maidment was appointed as the Committee Chair on 22 June 2023.
2
Rita Bajaj joined the Committee on 26 September 2023
3
Chris Moulder stepped down as Committee Chair on 22 June 2023. Chris was unable to attend a meeting due to professional
commitments arranged before the meetings were confirmed
4
Andrew McIntyre was a member of the Committee until 22 June 2023 when he left the Board. Andrew was unable to attend a
meeting due to a professional engagement arranged before the meeting was confirmed
Dear Stakeholder
I am pl
eased to present this report, my first as Chair of the Group Risk Committee, describing the work undertaken by the Committee during the past year.
I would like to take the opportunity to thank Chris Moulder for leading the Committee over the last five years and his continuing support as a member of
the Committee. I would also like to thank Andrew McIntyre, who stepped down from the Committee during the year, for his valued contribution. We also
welcomed Rita Bajaj as a member of the Committee in September 2023.
Thr
oughout 2023, the Committee monitored the Group’s risk management framework, management of capital, operational resilience and the material
risks facing the Group, paying close attention to impacts from the internal and external environments. The Committee also reviewed the Internal Model
scope, use, governance and validation.
Neil
Maidment, Group Risk Committee’s Chair
21 March 2024
The Committee’s key roles are to oversee the Group’s risk management framework (including risk appetite and tolerance) and the Group’s risk and compliance
functions; review conduct and prudential risk (including overseeing the Internal Model); and consider the Group’s exposure in managing financial risks to Climate
Change.
The
Group has voluntarily chosen to include this report in addition to the disclosures in the principal risks section. The latter sets out the Group’s principal risks and
uncertainties. The Committee has reviewed these in detail and is comfortable that the business has addressed them appropriately within its ongoing operating
model and strategic priorities.
Meeti
ngs were attended by the Group Chair, Deputy Group Chief Executive, Group Chief Risk and Compliance Officer, Group Chief Financial Officer, Group
Underwriting Director, Group Chief Actuary and Group Chief Internal Auditor.
Area
s of focus during 2023
During 2023, the Committee continued to monitor the Group’s ongoing operational and financial resilience and its capital and solvency positions, receiving
updates from management particularly in light of direct and indirect impacts from the external environment. These impacts included adverse weather
events in territories in which the Group operates; volatility in global investment markets; inflationary pressures; and cyber risk.
The
Committee also monitored the ongoing development, governance, methodology and calibration of the Internal Model; overseeing independent
validation; reviewing profit and loss attribution; and recommending Model changes and management actions to the Board.
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During the year, the Committee commenced a review of the Group’s Risk Management Framework Operating Model. The Committee also reviewed an
independent report on catastrophe risk management and the Actuarial Function’s opinions on reinsurance, underwriting and pricing. The Committee also
heard updates from projects to develop the Group’s outsourcing and third-party risk management model and implement new computer systems.
Ad
ditionally, the Committee received reports on risk and compliance monitoring; underwriting and insurance risk; market and investment risk; reinsurance;
outsourcing and supplier risk; business continuity; operational resilience; climate change; cyber risk; and the implementation of the Consumer Duty
requirements. The Committee reviewed the Group’s risk appetite, Group Authorities Framework and Own Risk and Solvency Assessment, recommending
them to the Board; oversaw the risk and compliance monitoring and assurance plans; and received the Money Laundering Reporting Officer’s Report.
Th
e Group Chief Risk and Compliance Officer reports to the Committee and has direct access to the Committee Chair and the Non-Executive Directors. The
Committee ensures that it meets with the Group Chief Risk and Compliance Officer at least annually without other management present.
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Ecclesiastical Insurance Office plc
Governance
Group Audit Committee Report
Committee member Member since Meetings attended
1
Chris Moulder (Chair)
September 2017
9/10
Francois-Xavier Boisseau
March 2019
10/10
Chris Moulder
Neil Maidment March 2020 10/10
2
Andrew McIntyre
August 2017 6/6
1
Chris Moulder was appointed as the Committee Chair on 22 June 2023. Chris was unable to attend a meeting due to professional
commitments arranged before the meetings were confirmed
2
Andrew McIntyre was the Chair and a member of the Committee until 22 June 2023 when he left the Board.
Dear Stakeholder
I am
pleased to present my report as Chair of the Group Audit Committee on the work of the Committee for the year ended 31 December 2023. I would like to
thank Andrew McIntyre who stepped down from the Committee during the year for his valued contribution. Throughout another busy year, the Committee has
continued to play a key role on behalf of the Board to challenge and monitor the integrity of the Group’s financial and regulatory reporting and oversee its
financial controls. In addition, the Committee oversees and challenges the work undertaken in internal and external audit arrangements, the internal control
environment and the processes for compliance with laws, regulation and ethical codes of practice.
The Committee has scrutinised the Group’s financial reporting, ensuring the Annual Report and Accounts are prepared using appropriate judgements and are a
fair reflection of the Group’s performance and position. The significant accounting and reporting issues considered in detail by the Committee are set out in this
report. The new insurance accounting standard IFRS 17 became effective for the Group from January 2023 and continued to be an important part of the
Committee’s agenda. The Committee diligently ensured that internal controls were robust, providing stakeholders with confidence in the accuracy and reliability
of financial information.
The
Committee continues to monitor external factors to ensure reporting and controls take into consideration, and respond to, emerging developments and
external risks. During the year, this has included consideration of the proposed reforms to the UK’s corporate governance and audit regimes and the impact of
the higher cost of living on our customers and colleagues.
The role of the Committee in the Group’s governance framework is vital, providing independent challenge and oversight across financial reporting and internal
control procedures. The Committee ensures the interests of our shareholders are protected by providing independent scrutiny and challenge to ensure the Group
always presents a true and fair view of its performance, with a focus on the accuracy, integrity and communication of its financial reporting. The Committee also
examines the Group’s control environment and strategies for risk management , providing assurance these are managed appropriately. We remain satisfied that
the business has maintained a robust risk management and internal controls culture, supported by strong overall governance processes.
Chr
is Moulder
Chair of the Group Audit Committee
21 March 2024
Members of the Committee
Committee members are Non-Executive Directors and bring a wide range of financial, risk, control and commercial expertise, with a particular depth of experience
in the insurance sector that are necessary to fulfil the Committee’s duties. The Committee is also then able to challenge and scrutinise management’s work. The
Board considers that the Committee has recent and relevant financial experience and accounting competence and that the Committee as a whole is appropriately
competent in the sectors in which the Group operates.
Com
mittee meetings
In addition to the members of the Committee, regular attendees of Committees included the Chair of the Board, Group Chief Executive Officer, Deputy Group Chief
Executive, Group Chief Financial Officer, Group Chief Internal Auditor and representatives of the Group’s external auditors. Other subject matter experts are invited
to attend certain meetings in order to provide insight into key issues and developments.
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Governance
During the year, PricewaterhouseCoopers (PwC) attended nine of the Committee’s meetings. During the year, the Committee met privately with the Group’s
external auditors without management present.
Th
e Committee’s key responsibilities and activities include:
•
scrutinising the financial statements and reviewing accounting policies and significant judgements and estimates;
•
reviewing the contract of the content of financial reporting and advising the Board whether, taken as a whole, they are fair, balanced and understandable;
•
reviewing the going concern basis of preparation of the financial statements and statements on viability for recommending to the Board;
•
reviewing climate and non-financial metrics reporting;
•
reviewing tax strategy and policies;
•
reviewing the Group’s whistleblowing arrangements;
•
overseeing the Group’s audit arrangements, both externally and internally; and
•
reviewing the effectiveness of the Group’s systems of internal controls and the management of financial risks.
Wh
en the Committee discharges its responsibilities these are extended to include Ecclesiastical Insurance Office plc’s immediate parent Benefact Group plc and
matters related to its own subsidiary undertakings and interests.
A s
ummary of the main activities of the Committee during the year is set out below:
Au
ditor appointment and tenure, independence and non-audit services
The Committee has primary responsibility for overseeing the relationship with and performance of the external auditor. This includes making the
recommendation on the appointment, reappointment and removal of the external auditor, assessing their independence on an ongoing basis and for
agreeing the audit fee.
Pw
C has acted as the Group’s external statutory auditor following appointment at the Annual General Meeting in June 2020. The Group’s policy for auditor
rotation follows regulatory requirements and PwC will be required to be rotated after no more than 20 years, and an audit tender held after no more than
10 years. Sue Morling of PwC became the Group’s senior statutory auditor for the financial year 2020 after PwC’s appointment. Her term as senior
statutory auditor is due to conclude upon the completion of the 2024 audit.
Th
e Company confirms that it complied with the provisions of the Competition and Markets Authority’s Order for the financial year under review. Both the
Board and the external auditor have safeguards in place to protect the independence and objectivity of the external auditor.
Th
e Committee is responsible for the development, implementation and monitoring of the Group’s policy on the provision of non-audit services by the
external auditor. The policy is reviewed annually by the Committee. The purpose of the policy is to safeguard the independence and objectivity of the
external auditor and to comply with the ethical standards of the Financial Reporting Council (FRC).
Th
e Committee oversees the plan for the external audit to ensure it is comprehensive, risk-based and cost-effective. The plan described the proposed
scope of the work and the approach to be taken, and also proposed the materiality levels to be used which are described on page 46. In order to focus the
audit work on the right areas, the auditors identify particular risk issues based on various factors, including their knowledge of the business and operating
environment and discussions with management.
Fo
r the year ended 31 December 2023, the Group was charged £2,494,000 (ex VAT) by PwC for audit services. Non-audit fees for audit-related assurance
services required by legislation and/or regulation amounted to £156,000, making total fees from PwC of £2,650,000. There were no other non-audit
services provided by PwC during the financial year. Audit fees for 2023 include amounts related to the implementation of IFRS 17 Insurance Contracts in
the year. More detail can be found in note 11 to the financial statements.
Ex
ternal audit effectiveness
The Committee assesses the effectiveness of the external auditor annually against several criteria including, but not limited to, accessibility and
knowledgeability of audit team members, the efficiency of the audit process including the effectiveness of the audit plan, and the quality of improvements
recommended.
Th
e Committee reviewed a report based on input from senior management, business unit leaders and those most involved in the external audit process,
regarding the PwC 2022 statutory audit and audit-related assurance services. The Committee recognised the strengths of the external auditor and that
duties were performed independently and effectively.
Ap
propriateness of the Group’s external financial reporting
The primary role of the Committee in relation to financial reporting is to review, challenge and agree the appropriateness of the half-year and annual
financial statements and annual regulatory reporting under Solvency II, concentrating on, amongst other matters:
•
th
e quality and acceptability of the Group’s accounting policies and practices;
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Ecclesiastical Insurance Office plc
Governance
•
the clarity of the disclosures and compliance with financial and regulatory reporting standards, and relevant financial and governance reporting
requirements;
•
material areas in which significant judgements have been made by the Group or there has been discussion with the external auditor;
•
whether the Group’s Annual Report and Accounts, taken as a whole, are fair, balanced and understandable and provide the information necessary
for shareholders to assess the Group’s position and performance, business model and strategy;
•
any correspondence from regulators in relation to financial reporting.
In
respect of these annual financial statements the Committee paid particular attention to the significant judgements set out below, including a review of
the corporate governance disclosures, monitoring of the external audit process and statements about going concern and viability. The Committee
concluded that it remained appropriate to prepare the financial statements on a going concern basis and recommended the viability statement to the Board
for approval.
Th
e Committee reviewed and challenged the Group’s annual regulatory submissions under Solvency II. The Committee focused on the reporting
requirements of the publicly filed Solvency and Financial Capital Report (SFCR) and Quantitative Reporting Templates (QRTs) and privately filed Regular
Supervisory Report (RSR) Annual Update.
Th
e significant areas of focus considered by the Committee in relation to 2023, and how these were addressed, are outlined below. These were discussed
and agreed with management during the course of the year, and also discussed with the auditors.
Ma
tter considered Action
The Committee considered detailed reports provided by the Head of Group Reserving on the adequacy of the
General insurance reserves
Group’s general insurance reserves at both the half year and the full year and discussed and challenged
The estimation of the ultimate
management across a wide range of assumptions and key judgements.
liability arising from claims under
general business insurance
Th
is is a major area of audit focus and the auditor also provided detailed reporting on these matters to the
contracts is a critical accounting
Committee.
estimate. There is uncertainty as
to the total number of claims on
Ke
y areas of focus for the Committee during 2023 have been the Group latent claim reserves, Australia general
each class of business, the
liability reserves, claims inflation, weather events impacting Group companies, premium allocation approach
amounts that such claims will be
eligibility and the risk adjustment.
settled for and the timings of any
payments.
Foll
owing their reviews and discussions, the Committee’s opinion was that the reserving process and outcomes
were robust, applied consistently, were well managed and that the overall reserves set were reasonable as
disclosed in note 26 of the financial statements.
The Committee was satisfied that management have carried out a thorough review of the drivers of uncertainty
and have arrived at an appropriate recommendation for the level of booked reserves including the risk
adjustment.
The Committee considered a report from the Chief Actuary of Ecclesiastical Life Limited (ELL) (the Group’s life
Life insurance reserves
business) which set out recommendations for the basis and methodology to apply for:
The calculation of the Group’s life
insurance reserves requires
•
valuation of policy liabilities for inclusion in the report and accounts for ELL at 31 December 2023, and
management to make significant
•
the calculation of technical provisions in accordance with Solvency II regulations at 31 December 2023.
judgements about bond yields,
discount rates, credit risk,
Th
e main areas of judgement reviewed by the Committee were the estimated future cash flows and the discount
mortality rates and current
rate applied to future cash flows. The Committee also challenged the assumptions regarding mortality rates and
expectations of future expense
future attributable expenses which impact the estimated future cashflows.
levels.
Th
e Committee reviewed the work done by the Chief Actuary to assess whether the methodology remained
appropriate, with a particular focus on mortality assumptions, interest and inflation rate assumptions.
Following its review, and after consideration of PwC’s report, the Committee was satisfied that the assumptions
proposed were appropriate and overall the judgements made in respect of the reserves were reasonable. The
assumptions are disclosed in note 26 of the financial statements.
During 2023, the Committee received reports from management on the proposed approach to the valuation of the
Pension scheme accounting
pension scheme. As the pension scheme is sensitive to changes in key assumptions, management completed an
The Group’s liabilities of the
assessment as to the appropriateness of the assumptions used, taking advice from independent actuarial experts
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scheme are material in
and including, where appropriate, benchmark data, and reported its findings to the Committee. Improvements in
comparison to the Group’s net
the pension actuary’s models increased the accuracy, and also dynamically captured changes in the scheme’s
asset and the valuation requires
liability profile.
many actuarial assumptions,
Following the review, management concluded the future improvements in mortality table will be updated to the
including judgements in relation
CMI 2022 table. It was deemed that mortality rates in 2022 could be indicative of future mortality to some extent
to long-term interest rates,
and that a default weighting of 25% should be applied to 2022 mortality data in the CMI 2022 table.
inflation, longevity and
It was concluded that the salary assumptions remained consistent with long-term expectations. The best estimate
investment returns.
multipliers for the post-retirement mortality tables were revised following input from the Scheme Actuary.
Judgement is applied in
determining the extent to which a
Following consideration, the Committee concluded that the assumptions proposed were appropriate and
surplus in the Group’s defined
consistent with approach known by Committee members to be taking place and considered in practice.
benefit scheme can be recognised
The impact of updating assumptions to reflect those in force at the balance sheet date on the valuation at 31
as an asset.
December 2023 is explained in note 17 to the financial statements.
Th
e Group’s significant investment in technology, together with fast-moving technology development and
Valuation of intangible assets
change, increases the importance of a detailed assessment of the value of assets and the implications of further
The valuation and impairment
investment. The Committee considered management’s work to test and review the value of assets and any
reviews carried out over
consequent impairments or changes to useful lives. The Committee concurred with management’s conclusions
intangible assets, particularly
that, after impairments, carrying values were appropriate.
software, is an area of focus for
the Committee given the Group’s
investment in technology and the
materiality of the balance.
The Committee received information from management on Group’s unlisted equity investments and the model
Valuation of unlisted equity
used to determine fair value of these investments. The Committee paid particular attention to the application of
This is an area of focus for the
industry recognised valuation techniques and areas of the portfolio more susceptible to valuation uncertainty.
Committee given the materiality
and the subjectivity in deriving fair
Wh
en considering management’s assessment of the fair value of unlisted equities, the Committee considered the
value.
fair value model and inputs used. Particular consideration was given to the judgements included within the model
The judgements and estimates
that management used to determine a valuation. This included the discount applied for illiquidity, the quantity and
used to determine the value of the
suitability of comparable companies used within the model and specific adjustments made to respond to market
Group’s interest in unlisted equity
expectations of the valuation of fixed income securities held by comparable companies.
follow industry recognised fair
value model techniques and the
Th
e Committee concluded that the number of reinsurers in the comparator group remained appropriate and that
principles of IFRS 13 Fair Value
it was appropriate to continue make specific adjustments that deal with specific market expectations.
Measurement. Judgements and
estimates include the selection of
Th
e illiquidity adjustment represents a reasonable estimate of the lower value a market participant would place
the most appropriate valuation
on the asset compared to highly liquid assets traded on a public and active market. After consideration, the
approach, the set of comparable
adjustment was increased during 2023 as a result of another shareholder selling their shares.
companies, choice of valuation
multiples and the setting of an
Following consideration, the Committee concluded that the assumptions proposed were appropriate.
illiquidity discount.
The Committee is constituted as a committee of the Board of Directors of both Ecclesiastical Insurance Office plc and its immediate parent, Benefact Group
plc. As a result, the Committee will also consider matters that are specific to the Group, Benefact Group plc and therefore items that are not included within
Ecclesiastical Insurance Office plc’s financial statements within this Annual Report and Accounts. The Committee considered a number of accounting
judgements and reporting matters in the preparation of Benefact Group’s financial results in a manner consistent with that set out within this report. This
included the carrying value of goodwill and both the valuation of other intangibles and accounting treatment of a material acquisition in the Benefact Group’s
broking and advisory division.
Impl
ementation of IFRS 17 Insurance Contracts
In 2023, the Group Audit Committee played a pivotal role in overseeing the successful implementation of IFRS 17, the new standard for insurance contracts
issued by the International Accounting Standards Board (IASB), effective for the Group from 1 January 2023. Recognising the importance of this accounting
change on financial reporting, the Committee engaged with management and external auditors. The Committee’s efforts were focused on ensuring a
seamless transition, the appropriate application of the standard into the Group’s accounting policies, a thorough assessment of data systems, actuarial
methodologies and financial processes. This included consideration of key judgements involved in the implementation, including the level of aggregation
and risk adjustment. The Committee actively monitored the progress of the implementation project, providing valuable insights to mitigate potential risks and
enhance the accuracy of financial statements.
3737
Ecclesiastical Insurance Office plc
Governance
Climate change risk and related disclosures
During the year the Committee continued to strengthen its understanding of the developments of disclosures regarding climate change and its impacts. This
included the Committee receiving training from external and internal experts. The Committee discussed with management the continued development of the
Group’s disclosures regarding climate change risks and impacts which are included principally within the Annual Report and Accounts of the Benefact Group
plc. The Committee’s review paid particular attention to the transparency of disclosure and alignment to Task Force on Climate-Related Financial Disclosures
along with the challenges in working towards net-zero. As the Benefact Group and the Group develops its response to the risks and impacts of climate
change the Committee expects to consider management’s evaluation of the potential impact on the financial statements and the evolution of disclosure.
Fa
ir, balanced and understandable
The Committee considered whether in its opinion, the 2023 Annual Report and Accounts were fair, balanced and understandable and provided the
information necessary for shareholders to assess the Group’s position and performance, business model and strategy. The Committee has reviewed and
provided feedback on early drafts of the Annual Report and Accounts, highlighting any areas where further clarity was required in the final version.
Th
e Committee was provided with comprehensive verification of all the information and facts in the Annual Report and Accounts. When forming its opinion,
the Committee reflected on information it had received and discussions throughout the year as well as its knowledge of the business and its performance.
When forming its opinion, in particular, the Committee considered:
Is
the report fair?
-
Does the financial reporting reflect the key messages within narrative statements?
-
Is the story complete and is there any sensitive material that has been omitted that should have been included?
-
Does the Group that is portrayed in the Annual Report and Accounts reflect the Group discussed by the Committee and the Board?
Is
the report balanced?
-
Are the key areas of judgement included within any narrative reporting and significant matters discussed within this Committee report consistent
with the disclosures within the financial statements?
-
Are the significant and higher risk areas identified within the Annual Report and Accounts also those risks identified and reported by PwC.
Is t
he report understandable?
-
Does the reporting focus on the more significant items and not become obscured with immaterial detail?
-
Are the important messages highlighted up front?
-
Does the report use clear and concise language and provide simple explanations of topics?
Th
e Committee was satisfied that the disclosures in the Annual Report and Accounts, taken as a whole, are fair, balanced and understandable and
represented the results and business performance for the year ended 31 December 2023.
Ov
ersight of the Group’s systems of internal control including the internal audit function
Assessment of internal controls
The Group’s approach to internal control and risk management is set out in the Corporate Governance Report section of this Annual Report and
Accounts.
In r
eviewing the effectiveness of the system of internal control and risk management during 2023, the Committee has:
•
reviewed the findings and agreed management actions arising from both external and internal audit reports issued during the year;
•
monitored management’s responsiveness to the findings and recommendations of the Group Chief Internal Auditor;
•
met with the Group Chief Internal Auditor once during the year without management being present to discuss any issues arising from internal
audits carried out; and
•
considered a report prepared by the Group Chief Internal Auditor giving his assessment of the strength of the Group’s internal controls based on
internal audit activity during the year.
Internal control over financial reporting
Internal control over financial reporting is a process designed to provide reasonable, but not absolute, assurance regarding the reliability of management
and financial reporting in accordance with generally accepted accounting principles. Controls over financial reporting policies and procedures include
controls to ensure that:
•
through clearly defined role profiles and financial mandates, there is effective delegation of authority;
•
there is adequate segregation of duties in respect of all financial transactions;
•
commitments and expenditure are appropriately authorised by management;
•
records are maintained which accurately and fairly reflect transactions;
•
any unauthorised acquisition, use or disposal of the Group’s assets that could have a material effect on the financial statements should be detected
on a timely basis;
3838
Ecclesiastical Insurance Office plc
Governance
•
transactions are recorded as required to permit the preparation of financial statements; and
•
the Group is able to report its financial statements in compliance with IFRS.
Du
e to inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Risk management and control systems
provide reasonable assurance that the financial reporting does not contain any material inaccuracies. Through its review of reports received from
management, along with those from internal and external auditors, the Committee did not identify any material weaknesses in internal controls over
financial reporting during the year. The financial systems are deemed to have functioned properly during the year under review, and there are no current
indications they will not continue to do so in the forthcoming period.
Group Internal Audit (GIA)
GIA is monitored by the Committee and provides independent, objective assurance to the Board that the governance processes, management of risk and
systems of internal control are adequate and effective to mitigate the most significant risks to the Group. GIA operate co-sourcing arrangements the UK,
Ireland and Canada where specialist resource is required to supplement existing Group resources. In addition, GIA oversees and monitors the outsourced
internal audit arrangements in Australia.
Th
e Committee has oversight responsibility for GIA and is satisfied that GIA has appropriate resources. The Group Chief Internal Auditor is accountable to
the Committee Chair, reports administratively to the Group Chief Financial Officer and has access to the Group Chief Executive and the Chair of the Board.
The function also has an extensive stakeholder management programme across the whole of the Group.
GIA’s annual programme of work is risk based and designed to cover areas of higher risk or specific focus across the Group. The plan is approved annually
in advance by the Committee and is regularly reviewed throughout the year to ensure that it continues to reflect areas of higher priority. Where necessary,
changes to the agreed plan are identified as a consequence of the Group’s changing risk profile. Throughout the year, GIA submitted quarterly reports to
the Committee summarising findings from audit activity undertaken and the responses and action plans agreed with management. During the year, the
Committee monitored progress of the most significant management action plans to ensure that these were completed in a timely manner and to a
satisfactory standard.
Whis
tleblowing
During the year, the Committee continued to perform regular oversight of the Group’s whistleblowing arrangements, which are the responsibility of the
Board and overseen by Group HR. Actions have focussed on ensuring an environment in which whistleblowing is well understood, openly communicated
and that a positive culture for raising concerns is promoted across the Benefact Group.
Th
e Group has an established annual whistleblowing activity cycle encompassing training, communication and monitoring. Online training modules for all
colleagues and managers in both whistleblowing and code of conduct increase and maintain awareness and emphasise an open and positive culture.
Individual attestation and quarterly reporting ensure the continued close monitoring of whistleblowing activity and understanding across the Group. These
annual actions are reinforced by regular colleague communications and awareness raising activities. The Group’s whistleblowing procedures, polices and
guides are also reviewed and updated annually to ensure that, in line with best practice, they are accessible, easily understood and are aimed to encourage
and give confidence to potential whistleblowers.
Le
gal and regulatory developments
The Committee receives regular reports and considers the impact of legal and regulatory developments on the UK Group to control legal and regulatory
risk. It monitors the application and impact of any actions required by the business or organisation through to completion. Reports are shared with relevant
business areas, and with relevant subsidiary Boards and Board Committees.
The
year ahead
The Committee remains vigilant in its commitment to fostering a culture of excellence in financial governance. Its forward-looking approach includes
proactively addressing potential challenges such as emerging accounting standards, technological advancements, and global economic shifts. In the
upcoming year, the Committee will intensify efforts to enhance the effectiveness of risk management processes, ensuring alignment with organisational
objectives, staying well-informed of industry best practices to meet the demands of an ever-evolving business landscape. The Committee will continue to
collaborate closely with management and stakeholders, fostering transparency, accountability, and resilience in the face of dynamic market conditions.
The focus on innovation, adaptability, and the highest standards of financial stewardship will be key in the pursuit of sustained corporate integrity.
3939
Ecclesiastical Insurance Office plc
Governance
Remuneration Committee Report
Remuneration Review
Remuneration Committee Chair’s statement
As Chair of the Remuneration Committee (the Committee), I am pleased to introduce the Remuneration Review for 2023 and to highlight some of the key
aspects of the Committee’s work during the year. The Committee’s principal aim remains to ensure that all colleagues are rewarded fairly according to
their contribution to the success of the Group and the quality of their individual performance, keeping carefully in mind the relationship between reward,
recruitment and retention.
Th
is review sets out an overview of remuneration at EIO which is aligned with that at Benefact Group. The full Group Directors’ Remuneration Report is
available in the Benefact Group Annual Report.
Re
muneration principles
To ensure these continue to drive the Group’s strategy and to achieve long-term success by the delivery of the expected level of grant to the Group’s
shareholder and owner Benefact Trust Limited, remuneration continues to be underpinned by the following principles: fair reward; simplification of the
Group’s incentive arrangements; compliance with evolving regulatory and corporate governance requirements; linking pay and performance; alignment
of incentive designs with the Group’s strategy and shareholder expectations; and consideration of the reputational impact of any changes.
20
23 performance and incentive outcomes
The financial results for EIO are set out in the CEO’s report. 2023 continued, however, to be a challenging year for customers, brokers, business partners
and colleagues alike. The Committee note with thanks the efforts of all our colleagues in continuing to deliver what matters most to the business:
supporting our customers by providing excellent customer service, maximising its grant to the shareholder, and delivering on the next chapter in our
strategy and continued ambition for the future.
Du
ring the year EIO also provided additional support to employees in the context of the cost-of-living crisis. This included a one-off award based on grade
to ensure that support was targeted to those who needed it most.
Th
e annual bonus and long-term incentive plan outcomes in the year reflected the wider Group performance. The Committee considered that the annual
bonus outcomes were a fair reflection of the overall performance achieved by both the Group and the individuals. Having considered all the relevant
factors, the Committee determined that a discretionary adjustment to the Broking and Advisory: Turnover metric be applied to achieve the threshold for
this element, given actual performance was so close to the threshold level. No discretion was applied to the long -term incentive plan. Further details of
performance against the targets set for 2023 are disclosed in the Benefact Group plc 2023 Directors’ Remuneration Report.
In
line with the Committee’s established practice, the Committee, supported by the Group Chief Risk and Compliance Officer, considered risk management
outcomes across the Group as part of its deliberations, including how these had impacted individual performance assessments where relevant. Following
this review, the Committee did not consider further risk adjustment of the awards was necessary.
Th
e Committee is of the view that the remuneration policy operated as intended during the year and that the overarching remuneration framework is
appropriate taking into account both internal and external factors.
Ke
y Committee activities during the year
Salaries for executive directors were increased taking into account of salary increases across the wider employee population.
Du
ring the year the Committee undertook a comprehensive review of the remuneration packages of the Executive Directors to ensure that they are aligned
with the Group’s strategic objectives and reflect both the experience and track record of the Executive Directors. Following this review the Committee has
determined to increase the maximum incentive opportunities for the Executive Directors to ensure that the total remuneration package is competitive and
to ensure that we continue to award appropriately for performance. Any payment under incentives will continue to be subject to stretching performance
targets. Further detail on the incentive opportunity increases is disclosed in the Benefact Group plc 2023 Directors’ Remuneration Report.
In
addition, the Committee has reviewed the performance measures to ensure that they continue to be aligned to the Group’s strategy and has made some
minor adjustments to the measures and weightings for 2024, including simplifying the number of sub-measures in the Greater Good measure in the annual
bonus scheme.
Th
e Committee considered the Chair’s fees as part of the regular review of NEDs’ fees. David Henderson took no part in the discussions on his fees, nor
the NEDs in discussion of theirs.
4040
Ecclesiastical Insurance Office plc
Governance
Gender pay gap report
The Group’s gender pay report for 2023 showed our median gender pay gap remained unchanged at 19.1% for EIO. The wider Group median pay gap has
slightly increased at 25.7%. The Group continues to be committed to promoting inclusion and diversity through our business and to ensuring that all
employees have a fair and equal pay opportunity appropriate to their role.
Conclusion
I value the continued support and counsel of our charitable owner and ultimate shareholder, Benefact Trust Limited, and reaffirm our responsibility to
drive sustained and improved performance over the long-term through our remuneration strategy, policy and principles.
Sir Stephen Lamport
Chair of the Group Remuneration Committee
21 March 2024
Co
mmittee member Member since
Meetings
attended
Sir Stephen Lamport (Chair)
June 2020
5/5
David Henderson September 2016 5/5
Neil Maidment
March 2020
5/5
Angus Winther April 2019 4/5
Ang
us Winther was unable to attend a Group Remuneration Committee meeting due to a bereavement.
Grou
p Remuneration Committee
Purpose and membership
The Committee is responsible for recommending to the Board the Remuneration Policy for Executive Directors and for setting the remuneration packages
for each Executive Director, members of the Group Management Board (GMB), Material Risk Takers and heads of strategic business units. None of the
Executive Directors were involved in discussions relating to their own remuneration. The Committee also has overarching responsibility for the Group-
wide Remuneration Policy.
All
members are independent Non-Executive Directors (NED) and have the necessary experience and expertise to meet the Committee’s responsibilities.
There was cross-membership of the Group Risk Committee and the Committee to promote alignment of the Group’s Risks and Remuneration Policies and
consideration of Risk management and outcomes in setting reward.
Advisers to the Committee
During the year, the Committee received external advice from Deloitte in relation to the strategic review of remuneration including simplification of bonus
schemes and the approach to benchmarking; remuneration packages for Executive Directors, members of the GMB and heads of strategic business units;
and remuneration market trends and regulation. The Committee also had access to benchmarking reports from Willis Towers Watson and McLagan, which
provided additional data to support the determination of pay and conditions throughout the Group.
Fee
s for professional advice to the Committee paid to Deloitte were £115,650 (2022: £81,375). The Committee is satisfied that the advice it received during
2023 from Deloitte was impartial.
To
assist its work, during the year the Committee received input from the Group Chief Executive, Group Chief Financial Officer, Group Chief People Officer,
Group HR Director, Group Chief Actuary, Group Chief Risk and Compliance Officer and Group Reward Director. Such input, however, did not relate to their
own remuneration.
Re
muneration Policy summary
The full Benefact Group Directors’ Remuneration Policy can be found in the 2021 Directors’ Remuneration Report which sets out the key features of the
remuneration policy and how it will be implemented, as well as a full description of the principles which underpin the Group’s reward structure, including
detail on how the Committee has addressed the principles in the UK Corporate Governance Code of: i) clarity; ii) simplicity; iii) risk; iv) predictability; v)
proportionality; and vi) alignment to culture.
4141
Ecclesiastical Insurance Office plc
Governance
The remuneration structure for the Executive Directors comprises of:
- Fixed annual elements including salary, pension contribution that is aligned with the wider employer population, and benefits. These are set in
order to recognise the responsibility and experience of the Executive Directors and to ensure current market competitiveness.
- Variable incentive elements including an annual bonus, with one-third of the total bonus deferred over three years, and a long-term incentive
plan. These are set in order to incentivise and reward the Executive Directors for making the Group successful on a sustainable basis. Both the
annual bonus and long-term incentive plan are subject to a balanced scorecard of financial and non-financial measures aligned to our strategy.
Annu
al Report on Remuneration
Th
is section of the Directors’ Remuneration Report sets out how the above Remuneration Policy was implemented in 2023 and the resulting payments
the highest paid director received, and the aggregate remuneration paid to all directors. The financial information contained in this review has been audited
where indicated.
Hi
ghest paid Director
The table below shows a single total figure of remuneration received in respect of qualifying services for the 2023 financial year for the highest paid
director, together with comparative figures for 2022. The remuneration disclosures for the other Board Directors are set out in full in the Benefact Group
plc 2023 Directors’ Remuneration Report. The disclosure in this review is not specific to time allocated within EIO as remuneration relates to Group-wide
accountability.
Fix
ed remuneration
Variable remuneration
Total
£000
£000
remuneration
£000
1
2
Salary Benefits
Pension benefit
Total Annual
Long Term
Total Total
3
bonus
Incentive Plan
4
(LTIP)
2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022
517 493 14 14 54 53 585 560 356 391 362 245 718 636 1,303 1,196
1
Benefits include car allowance and private medical insurance which are valued at the taxable value. Provision of benefits during 2023 was in line with
the Directors’ Remuneration Policy.
2
The highest paid director received a cash allowance in lieu of pension of 12% from 1 April 2022 (15% to 1 April 2022).
3
In line with the deferral policy, for annual bonus earned, one-third of the total bonus is deferred over a period of three years. The value of 2023 annual
bonus that is deferred is set out in the Benefact Group plc 2023 Directors’ Remuneration Report.
4
LTIP represents the amount payable in respect of the three-year LTIP performance period 2021-2023 for 2023 and 2020-2022 for 2022, as disclosed
in the 2022 Directors’ Remuneration Report. The Group operates a cash LTIP scheme, therefore no part of the award was attributable to share price
appreciation. The director holds unvested LTIP awards in accordance with the rules of the LTIP plan.
Annu
al bonus outcomes for 2023
The annual bonus outturns were determined taking into account both Benefact Group and individual performance and is set out in full in the Benefact
Group plc 2023 Directors’ Remuneration Report.
LT
IP outcomes in 2023 (audited)
The LTIP amount included in the single total figure of remuneration is the cash award resulting from the Group LTIP grant for the period 2021-2023.
Vesting was dependent on performance over the three financial years ending on 31 December 2023 is set out in full in the Benefact Group plc 2023
Directors’ Remuneration Report.
Wid
er stakeholder engagement
The Group consults with its recognised Union, Unite, regarding remuneration for employees within relevant UK businesses. Additionally, employees can
provide feedback via the Group’s employee engagement survey and to their managers or HR. The Group Chief People Officer attends the Committee
meetings and advises the Committee on HR strategy, including the effectiveness of the Group’s remuneration policies and how they are viewed by
employees.
4242
Ecclesiastical Insurance Office plc
Independent auditors’ report to the members of Ecclesiastical Insurance
Office plc
Report on the audit of the financial statements
Opinion
In our opinion, Ecclesiastical Insurance Office plc’s group financial statements and company financial statements (the “financial statements”):
• give a true and fair view of the state of the group’s and
of the company’s affairs as at 31 December 2023 and of the group’s profit and the
group’s and company’s cash flows for the year then ended;
• have been properly prepared in accordance with UK-adopted International Accounting Standards as applied in accordance with the
provisions of the Companies Act 2006; and
• have been prepared in accordance with the requirements of the Companies Act 2006.
We have audited the financial statements, included within the Annual Report a
nd Financial Statements, which comprise: Consolidated and Parent
Statements of Financial Position as at 31 December 2023; Consolidated Statement of Profit or Loss, Consolidated and Parent Statements of
Comprehensive Income, Consolidated and Parent Statements of Cash Flows and Consolidated and Parent Statements of Changes in Equity for the year
then ended; and the notes to the financial statements, comprising material accounting policy information and other explanatory information.
Our opinion is consistent with our reporting to the Group Audit Committee.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”) and applicable law. Our responsibilities under ISAs (UK)
are further described in the Auditors’ responsibilities for the audit of the financial statements section of our report. We believe that the audit evidence we
have obtained is sufficient and appropriate to provide a basis for our opinion.
Independence
We remained independent of the group in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK,
which includes the FRC’s Ethical Standard, as applicable to listed public interest entities, and we have fulfilled our other ethical responsibilities in
accordance with these requirements.
To the best of our knowledge and belief, we declare that non-audit services prohibited by the FRC’s Ethical Standard were not provided.
Other than those disclosed in Note 11, we have provided no non-audit services to the company or its controlled undertakings in the period under audit.
Our audit approach
Context
The company is a UK headquartered general insurer. The majority of business is wr
itten in the UK however it also has branches in Ireland and Canada and
subsidiaries in Australia. In previous periods, the Group headed by Ecclesiastical Insurance Office plc had included subsidiaries that carried out general
insurance, life insurance, investment management and financial advisory and broking business. As a result of a group restructure, the Ecclesiastical
Insurance Office Group now consists of subsidiaries that carry out general insurance and life insurance only.
Overview
Audit scope
• We have scoped the audit based on the financially significant components and material account balances within the group, which are described
below.
Key audit matters
• Assumptions used in calculating Physical and Sexual Abuse “PSA” reserves (Group and Parent)
• The transition to IFRS 17 required a number of judgements and assumptions to be made, the most important being the appropriateness of the
Premium Allocation Approach "PAA" to certain contracts and the methodology and assumptions used in the calculation of the risk adjustment
(Group and Parent)
Materiality
• Overall group materiality: £11,300,000 (2022: £10,000,000) based on 1.8% of net assets.
• Overall company materiality: £10,700,000 (2022: £9,500,000) based on 1.8% of net assets (capped at 95% of overall Group materiality).
• Performance materiality: £8,500,000 (2022: £7,500,000) (group) and £8,100,000 (2022: £7,125,000) (company).
4343
Ecclesiastical Insurance Office plc
Independent auditors’ report to the members of Ecclesiastical Insurance
Office plc
The scope of our audit
As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the financial statements.
Key
audit matters
Key audit matters are those matters that, in the auditors’ professional judgement, were of most significance in the audit of the financial statements of the
current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) identified by the auditors, including
those which had the greatest effect on: the overall audit strategy; the allocation of resources in the audit; and directing the efforts of the engagement
team. These matters, and any comments we make on the results of our procedures thereon, were addressed in the context of our audit of the financial
statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
This is not a complete list of all risks identified by our audit.
The transition to IFRS 17 required a number of judgements and assumptions to be made, the most important being the appropriateness of the Premium
Allocation Approach “PAA” to certain contracts and the methodology and assumptions used in the calculation of the risk adjustment (Group and Parent)
is a new key audit matter this year. Otherwise, the key audit matters below are consistent with last year.
Key audit matter How our audit addressed the key audit matter
Assumptions used in calculating Physical and Sexual Abuse “PSA” reserves
(group and parent) (group and parent)
As disclosed in the Group Audit Committee Report and notes 2, 3 and 26.
We engaged our actuarial specialists and with their involvement, we
The valuation of the general insurance liability for incurred claims is a
have performed the following procedures in relation to the fulfilment
complex process involving inherent uncertainty and is a significant
cash flows:
area of management judgement within the financial statements of the
group and parent company.
The uncertainty around claims frequency, claims severity, discount rate,
Inspected the Reserving Committee control which reviews, challenges
future inflation and risk adjustment require significant management
and approves the assumptions used within the calculation of the
judgement and estimation in calculating the overall insurance contract
fulfilment cash flows;
liabilities.
We consider the area of significant judgement to be specific to assumptions
Challenged the
assumptions used by management including
used in calculating the fulfilment cash flows for PSA exposures, specifically
evaluation of historic claim numbers, average claims cost, future
in relation to the probability weighted best estimate of the liability for incurred
inflation, as well as the specific uncertainties included within the risk
claims.
adjustment;
Specifically, the assumptions requiring significant judgement and estimation
Evaluated reasonable alternative assumptions by performing
are claims frequency, claim severity, the discount rate, future inflation, and
independent sensitivity analysis and assessing the impact on the
specific uncertainty margins included within the risk adjustment.
value of fulfilment cash flows calculated;
We have assessed the appropriateness of the resulting liability for
incurred claims based on the assumptions selected.
Based on the work performed and evidence obtained, we consider the
assumptions used in the calculation of the PSA fulfilment cash flows
to be appropriate.
The transition to IFRS 17 required a number of judgements and assumptions to
be made, the most important being the appropriateness of the Premium
Allocation Approach "PAA" to certain contracts and the methodology and
assumptions used in the calculation of the risk adjustment. (Group and Parent)
As disclosed in the Group Audit Committee Report and notes 1, 2 and 26, The
We have engaged our actuarial specialists and with their
group and company adopted IFRS 17 for insurance contracts as at 1 January
involvement, we have performed the following procedures to
2023. This has led to changes in the valuation of insurance contract
address the risks identified;
liabilities, recognition of insurance revenue and expenses and presentation
PAA eligibility
of the financial statements.
We determined that elements of the transition to IFRS 17,comprised a key
Performed detailed testing over a sample of underlying insurance
audit matter due to the complexity of the new standard and the nature of the
contracts to assess the contract boundaries;
judgements and estimation techniques involved. The elements were the
eligibility of the premium allocation approach and the methodology and
assumptions used in the calculation of the risk adjustment.
4444
Ecclesiastical Insurance Office plc
Independent auditors’ report to the members of Ecclesiastical Insurance
Office plc
PAA eligibility
The majority of the company's policies have a coverage period of one year
Independently recalculated the GMM liability for remaining
or less and are therefore automatically eligible to apply PAA. For policies
coverage;
with a coverage period greater than 12 months, judgement is required to
determine whether there would be a material difference in applying the PAA
or the General Measurement Model (“GMM”) which requires a number of
judgments and assumptions:
● The assessment of the contract boundaries of underlying
Tested the appropriateness of the assumptions including loss ratios,
contracts;
payment patterns and discount rate, in the base scenario by
● The calculation of a GMM liability for remaining coverage;
evaluating historic experience and reconciling to approved forecasts;
● Claims assumptions used in the base scenario;
● Reasonable expected scenarios; and
● Evaluation of differences between PAA and GMM calculated
liabilities.
Assessed the appropriateness of management’s reasonably
expected scenarios based on historic experience and evaluation of
wider market conditions; and
Evaluated management’s conclusions in respect of the materiality of
differences between GMM and PAA.
Risk Adjustment
Risk Adjustment
IFRS 17 requires a Risk Adjustment to be recognised which represents the
Engaged our actuarial specialists and with their involvement, we
company’s view of compensation for non-financial risk. The calculation of
have performed the following procedures to address the risks
the Risk Adjustment is subjective and an area of judgement particularly in
identified in relation to the risk adjustment;
the case of the company which has classes of non-life liabilities that are
settled over a long period of time.
Evaluated management’s approach to the risk adjustment and it’s
compliance with the requirements of IFRS 17;
Assessed the appropriateness of the methodology and assumptions
used to derive the risk adjustment and testing of the derivation of the
risk adjustment, including the appropriateness of allowance for
diversification between lines of business and additional uncertainty
margins.
Assessed the sufficiency of risk adjustment disclosures included
within the financial statements.
Based on the work performed and evidence obtained, we consider
the application of PAA eligibility and assumptions used in calculation
of risk adjustment to be appropriate.
Ho
w we tailored the audit scope
We tailored the scope of our audit to ensure that we performed enough work to be able to give an opinion on the financial statements as a whole, taking
into account the structure of the group and the company, the accounting processes and controls, and the industry in which they operate.
We tailored the scope of our audit to ensure that we performed enough work to be able to give an opinion on the financial statements as a whole, taking
into account the structure of the group and the parent company, the accounting processes and controls, and the industry in which they operate. The group
operates a general insurance business in the United Kingdom, Republic of Ireland, Canada and Australia and a life insurance business. The group also
includes certain non-insurance entities within the United Kingdom and Australia which are smaller and do not form part of our in-scope components. We
consider the general insurance business in the United Kingdom and the consolidation adjustments to be financially significant reporting components and
have performed a full scope audit of these components. The general insurance business in the Republic of Ireland, Canada and Australia as well as the
life insurance business were noted to include specific large balances which have then been brought into the scope of our audit.
The
impact of climate risk on our audit
As part of our audit we made enquiries of management to understand the process that has been adopted to assess the extent of the potential impact of
climate risk on the Group’s and Parent's financial statements and to support disclosures made. We remained alert when performing our audit procedures
4545
Ecclesiastical Insurance Office plc
Independent auditors’ report to the members of Ecclesiastical Insurance
Office plc
for any indicators of the impact of climate risk, including in our testing of the valuation of investment assets and the valuation of insurance liabilities which
have been identified as areas of higher risk of impact. We also considered the consistency of the disclosures in relation to climate change between the
Annual Report and the financial statements based on the knowledge obtained from our audit. Our conclusions were that the impact of climate change
does not give rise to a Key Audit Matter for the Group and it did not impact our risk assessment for any material Financial Statement line item or disclosure.
Materiality
The scope of our audit was influenced by our application of materiality. We set certain quantitative thresholds for materiality. These, together with
qualitative considerations, helped us to determine the scope of our audit and the nature, timing and extent of our audit procedures on the individual financial
statement line items and disclosures and in evaluating the effect of misstatements, both individually and in aggregate on the financial statements as a
whole.
Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:
Financial statements - group Financial statements - company
Overall
£11,300,000 (2022: £10,000,000). £10,700,000 (2022: £9,500,000).
materiality
How we
1.8% of net assets 1.8% of net assets (capped at 95% of overall group materiality)
determined it
Rationale for
The engagement team concluded that a net assets benchmark is the
In line with overall group materiality, the engagement team
benchmark
most appropriate when setting an overall materiality on the 2023
concluded that a net assets benchmark is the most
applied
audit engagement. In our view, we consider net assets to be the
appropriate when setting an overall materiality. This is capped
appropriate benchmark as it best aligns with the underlying interest
at 95% of overall group materiality to allow for potential
of the stakeholders. The quantum of materiality was determined by
aggregation risk.
considering the various benchmarks available to us as auditors, our
experience of auditing other insurance groups and the business
performance during 2023.
For each component in the scope of our group audit, we allocated a materiality that is less than our overall group materiality. The range of materiality
a
llocated across components was between £2.0 million and £10.3 million. Certain components were audited to a local statutory audit materiality that was
also less than our overall group materiality.
We use performance materiality to reduce to an appropriately low level the probability that the aggregate of uncorrected and undetected misstatements
exceeds overall materiality. Specifically, we use performance materiality in determining the scope of our audit and the nature and extent of our testing of
account balances, classes of transactions and disclosures, for example in determining sample sizes. Our performance materiality was 75% (2022: 75%) of
overall materiality, amounting to £8,500,000 (2022: £7,500,000) for the group financial statements and £8,100,000 (2022: £7,125,000) for the company
financial statements.
In determining the performance materiality, we considered a number of factors - the history of misstatements, risk assessment and aggregation risk and
the effectiveness of controls - and concluded that an amount in the middle of our normal range was appropriate.
We agreed with the Group Audit Committee that we would report to them misstatements identified during our audit above £565,000 (group audit) (2022:
£500,000) and £540,000 (company audit) (2022: £475,000) as well as misstatements below those amounts that, in our view, warranted reporting
for qualitative reasons.
Conclusions relating to going concern
Our evaluation of the directors’ assessment of the group's and the company’s ability to continue to adopt the going concern basis of accounting included:
• Obt
ained and reviewed management’s going concern assessment which included the board approved income statement, balance sheet, cash
flow and solvency forecasts along with stressed and downside scenarios;
• Considered the forward looking assumptions and assessed the reasonableness of these based on recent historic performance;
• Considered information obtained during the course of the audit and publicly available market information to identify any evidence that would
contradict management’s assessment; and
• Considered our own independent alternative downside scenarios and whether these could impact the going concern assessment.
4646
Ecclesiastical Insurance Office plc
Independent auditors’ report to the members of Ecclesiastical Insurance
Office plc
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively,
may cast significant doubt on the group's and the company’s ability to continue as a going concern for a period of at least twelve months from when the
financial statements are authorised for issue.
In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of accounting in the preparation of the financial
statements is appropriate.
How
ever, because not all future events or conditions can be predicted, this conclusion is not a guarantee as to the group's and the company's ability to
continue as a going concern.
In r
elation to the directors’ reporting on how they have applied the UK Corporate Governance Code, we have nothing material to add or draw attention to
in relation to the directors’ statement in the financial statements about whether the directors considered it appropriate to adopt the going concern basis
of accounting.
Ou
r responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
Reporting on other information
The other information comprises all of the information in the Annual Report other than the financial statements and our auditors’ report thereon. The
directors are responsible for the other information. Our opinion on the financial statements does not cover the other information and, accordingly, we do
not express an audit opinion or, except to the extent otherwise explicitly stated in this report, any form of assurance thereon.
In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other
information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated.
If we identify an apparent material inconsistency or material misstatement, we are required to perform procedures to conclude whether there is a material
misstatement of the financial statements or a material misstatement of the other information. If, based on the work we have performed, we conclude that
there is a material misstatement of this other information, we are required to report that fact. We have nothing to report based on these responsibilities.
Wi
th respect to the Strategic report and Directors' Report, we also considered whether the disclosures required by the UK Companies Act 2006 have been
included.
Bas
ed on our work undertaken in the course of the audit, the Companies Act 2006 requires us also to report certain opinions and matters as described
below.
Str
ategic report and Directors' Report
In our opinion, based on the work undertaken in the course of the audit, the information given in the Strategic report and Directors' Report for the year
ended 31 December 2023 is consistent with the financial statements and has been prepared in accordance with applicable legal requirements.
In l
ight of the knowledge and understanding of the group and company and their environment obtained in the course of the audit, we did not identify any
material misstatements in the Strategic report and Directors' Report.
Co
rporate governance statement
ISAs (UK) require us to review the directors’ statements in relation to going concern, longer-term viability and that part of the corporate governance
statement relating to the company’s compliance with the provisions of the UK Corporate Governance Code, which the Listing Rules of the Financial Conduct
Authority specify for review by auditors of premium listed companies. Our additional responsibilities with respect to the corporate governance statement
as other information are described in the Reporting on other information section of this report.
Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the corporate governance statement is
materially consistent with the financial statements and our knowledge obtained during the audit, and we have nothing material to add or draw attention
to in relation to:
• Th
e directors’ confirmation that they have carried out a robust assessment of the emerging and principal risks;
• The disclosures in the Annual Report that describe those principal risks, what procedures are in place to identify emerging risks and an
explanation of how these are being managed or mitigated;
• The directors’ statement in the financial statements about whether they considered it appropriate to adopt the going concern basis of accounting
in preparing them, and their identification of any material uncertainties to the group’s and company’s ability to continue to do so over a period
of at least twelve months from the date of approval of the financial statements;
4747
Ecclesiastical Insurance Office plc
Independent auditors’ report to the members of Ecclesiastical Insurance
Office plc
• The directors’ explanation as to their assessment of the group's and company’s prospects, the period this assessment covers and why the
period is appropriate; and
• The directors’ statement as to whether they have a reasonable expectation that the company will be able to continue in operation and meet its
liabilities as they fall due over the period of its assessment, including any related disclosures drawing attention to any necessary qualifications
or assumptions.
Our review of the directors’ statement regarding the longer-term viability of the group and company was substantially less in scope than an audit and
only consisted of making inquiries and considering the directors’ process supporting their statement; checking that the statement is in alignment with the
relevant provisions of the UK Corporate Governance Code; and considering whether the statement is consistent with the financial statements and our
knowledge and understanding of the group and company and their environment obtained in the course of the audit.
In addition, based on the work undertaken as part of our audit, we have concluded that each of the following elements of the corporate governance
statement is materially consistent with the financial statements and our knowledge obtained during the audit:
• The directors’ statement that they consider the Annual Report, taken as a whole, is fair, balanced and understandable, and provides the
information necessary for the members to assess the group’s and company's position, performance, business model and strategy;
• The section of the Annual Report that describes the review of effectiveness of risk management and internal control systems; and
• The section of the Annual Report describing the work of the Group Audit Committee.
We have nothing to report in respect of our responsibility to report when the directors’ statement relating to the company’s compliance with the Code
does not
properly disclose a departure from a relevant provision of the Code specified under the Listing Rules for review by the auditors.
Responsibilities for the financial statements and the audit
Responsibilities of the directors for the financial statements
As explained more fully in the Directors' responsibilities statement, the directors are responsible for the preparation of the financial statements in
accordance with the applicable framework and for being satisfied that they give a true and fair view. The directors are also responsible for such
internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due
to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the group’s and the company’s ability to continue as a going
concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend
to liquidate the group or the company or to cease operations, or have no realistic alternative but to do so.
Auditors’ responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due
to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee
that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or
error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users
taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities,
outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of
detecting irregularities, including fraud, is detailed below.
Based on our understanding of the group and industry, we identified that the principal risks of non-compliance with laws and regulations related
to breaches of UK regulation, such as those governed by the Prudential Regulation Authority and the Financial Conduct Authority, and we considered
the extent to which non-compliance might have a material effect on the financial statements. We also considered those laws and regulations that have a
direct impact on the financial statements such as the Companies Act 2006. We evaluated management’s incentives and opportunities for fraudulent
manipulation of the financial statements (including the risk of override of controls), and determined that the principal risks were related to posting
inappropriate journal entries to manipulate the financial statements, such as those impacting revenue and expenses, as well as management bias in
accounting estimates, in particular the valuation of specific general insurance contract liabilities including Physical and Sexual Abuse ("PSA") reserves.
The group engagement team shared this risk assessment with the component auditors so that they could include appropriate audit procedures in
response to such risks in their work. Audit procedures performed by the group engagement team and/or component auditors included:
• Pr
ocedures to audit the appropriateness of key areas of transition to IFRS 17, specifically the PAA eligibility assessment and the methodology
and assumptions used in the calculation of the risk adjustment.
• Enquired of Group functions including compliance, risk and internal audit and consideration of known or suspected instances of non-compliance
with laws and regulation and fraud;
4848
Ecclesiastical Insurance Office plc
Independent auditors’ report to the members of Ecclesiastical Insurance
Office plc
• Read key correspondence with the Prudential Regulation Authority and the Financial Conduct Authority in relation to compliance with laws and
regulations;
• Reviewed relevant meeting minutes including those of the Group Board, Group Audit Committee and Group Risk Committee;
• Procedures related to the valuation of specific general insurance contract liabilities such as PSA reserves described in the related key audit
matter;
• Risk based target testing of journal entries, in particular any journal entries which include characteristics which were identified as potentially
being indicative of a fraudulent journal; and
• Procedures to incorporate unpredictability around the nature, timing or extent of our testing.
There are inherent limitations in the audit procedures described above. We are less likely to become aware of instances of non-compliance with laws and
regulations that are not closely related to events and transactions reflected in the financial statements. Also, the risk of not detecting a material
misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example,
forgery or intentional misrepresentations, or through collusion.
Our
audit testing might include testing complete populations of certain transactions and balances, possibly using data auditing techniques. However, it
typically involves selecting a limited number of items for testing, rather than testing complete populations. We will often seek to target particular items
for testing based on their size or risk characteristics. In other cases, we will use audit sampling to enable us to draw a conclusion about the population
from which the sample is selected.
A furt
her description of our responsibilities for the audit of the financial statements is located on the FRC’s website at:
www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditors’ report.
Use o
f this report
This report, including the opinions, has been prepared for and only for the company’s members as a body in accordance with Chapter 3 of Part 16 of the
Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility for any other purpose or to any other
person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.
Other required reporting
Companies Act 2006 exception reporting
Under the Companies Act 2006 we are required to report to you if, in our opinion:
• we have not obtained all the information and explanations we require for our audit; or
• adequate accounting records have not been kept by the company, or returns adequate for our audit have not been received from branches
not visited by us; or
• certain disclosures of directors’ remuneration specified by law are not made; or
• the company financial statements are not in agreement with the accounting records and returns.
We have no exceptions to report arising from this responsibility.
Appointment
Following the recommendation of the Group Audit Committee, we were appointed by the members on 18 June 2020 to audit the financial statements for
the
year ended 31 December 2020 and subsequent financial periods. The period of total uninterrupted engagement is 4 years, covering the years ended
31 December 2020 to 31 December 2023.
Sue Morling (Senior Statutory Auditor)
for and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
Bristol
21 March 2024
4949
Consolidated statement of profit or loss
for the year ended 31 December 2023
Notes
Restated*
2023
2022
£000
£000
Insurance revenue
5, 6
Insurance service expenses
7
(408,584 )
(444,472 )
Insurance service result before reinsurance contracts held
Net expense from reinsurance contracts
(107, 174 )
(24,775 )
Insurance service result
Net insurance financial result
8
(19,54 0 )
Net investment result 9
(63,439 )
Other operating expenses
(60,7 51 )
(63,196 )
Other finance costs
(3,151 )
(2,45 6 )
Profit/(loss) before tax
(15,582 )
Tax (expense)/credit
13
(8,018 )
Profit/(loss) for the year from continuing operations
(10,909 )
Net profit attributable to discontinued operations
15
Profit for the year
10
*The comparative financial statements have been restated as detailed in note 37.
5050
Consolidated and parent statements of comprehensive income
for the year ended 31 December 2023
Restated*
Notes
2023
2022
Group
Parent
Group
Parent
£000
£000
£000
£000
Profit for the year
36,365
16,380
Other comprehensive income/(expense)
Items that will not be reclassified to profit or loss:
Fair value gains on property
850
-
Actuarial gains/(losses) on retirement benefit plans
17
5,103
(10,171 )
(10,171)
Attributable tax
(1,4 92 )
(1,492)
2,543
4,461
(7,62 8 )
(7,628)
Items that may be reclassified subsequently to profit or loss:
(Losses)/gains on currency translation differences
25
(4,024 )
(912)
2,649
Gains/(losses) on net investment hedges
25
1,353
(4,51 4 )
(1,938)
Attributable tax 25
(688 )
(338)
103
1,196
Net other comprehensive income/(expense)
4,564
(5,675 )
(6,432)
Total comprehensive income/(expense)
40,929
(2,888 )
9,948
*The comparative financial statements have been restated as detailed in note 37.
5151
Consolidated and parent statements of changes in equity
for the year ended 31 December 2023
Translation
Share
Share
Revaluation
and hedging
Retained
capital
premium
reserve
reserve
earnings
Total
Group
Notes
£000
£000
£000
£000
£000
£000
At 31 December 2022 (as restated*)
Adjustment on initial application of IFRS 9
(1,395 )
(1,395 )
At 1 January 2023
Profit for the year
Other net income
Total comprehensive income
635
148
41,280
Dividends on ordinary shares
14
(5,223 )
(5,223 )
Dividends on preference shares
14
(9,18 1 )
(9,18 1 )
Gross charitable grant
14
(13,000 )
(13,000 )
Tax relief on charitable grant
14
Group tax relief in excess of standard rate
(63 )
(63 )
At 31 December 2023
At 31 December 2021 (as reported)
Adjustment on initial application of IFRS 17
At 1 January 2022 (as restated*)
Profit for the year
Other net expense
(7,628 )
(5,675 )
Total comprehensive income/(expense)
1,953
(4,841)
(2,888 )
Dividends on preference shares
14
(9,181 )
(9,181 )
Gross charitable grant
14
(20,000 )
(20,000 )
Tax relief on charitable grant
14
Reserve transfers - - (46 ) -
At 31 December 2022 (as restated*)
Parent
At 31 December 2022 (as restated*)
120,477
4,632
223
8,232
409,740
543,304
Adjustment on initial application of IFRS 9
-
-
-
-
(552)
(552)
At 1 January 2023
120,477
4,632
223
8,232
409,188
542,752
Profit for the year
-
-
-
-
36,365
36,365
Other net income
-
-
634
103
3,827
4,564
Total comprehensive income
-
-
634
103
40,192
40,929
Dividends on ordinary shares
-
-
-
-
(5,223)
(5,223)
Dividends on preference shares
-
-
-
-
(9,181)
(9,181)
Gross charitable grant
-
-
-
-
(13,000)
(13,000)
Tax relief on charitable grant
-
-
-
-
3,837
3,837
Group tax relief in excess of standard rate
-
-
-
-
(63)
(63)
At 31 December 2023
120,477
4,632
857
8,335
425,750
560,051
At 31 December 2021 (as reported)
120,477 4,632 269 7,036 420,088 552,502
Adjustment on initial application of IFRS 17
-
-
-
-
6,340
6,340
At 1 January 2022 (as restated*)
120,477
4,632
269
7,036
426,428
558,842
Profit for the year
-
-
-
-
16,380
16,380
Other net expense
-
-
-
1,196
(7,628)
(6,432)
Total comprehensive income
-
-
-
1,196
8,752
9,948
Dividends on preference shares
-
-
-
-
(9,181)
(9,181)
Gross charitable grant
-
-
-
-
(20,000)
(20,000)
Tax relief on charitable grant
-
-
-
-
3,800
3,800
Group tax relief in excess of standard
-
-
-
-
(105)
(105)
Reserve transfers
-
-
(46)
-
46
-
At 31 December 2022 (as restated*)
120,477
4,632
223
8,232
409,740
543,304
*The comparative financial statements have been restated as detailed in note 37.
The revaluation reserve represents cumulative net fair value gains on owner-occupied property. Further details of the translation and hedging
reserve are included in note 25.
5252
Consolidated and parent statements of financial position
at 31 December 2023
Restated*
Restated*
Notes
31 December 2023
31 December 2022
1 January 2022
Group
Parent
Group
Parent
Group
Parent
£000
£000
£000
£000
£000
£000
Assets
Cash and cash equivalents
23
83,436
66,569
48,437
Financial investments 20
658,601
678,494
Current tax recoverable
5,181
4,212
5
Reinsurance contract assets
26
154,770
146,423
131,935
Investment property
19
130,813
140,846
162,822
Pension assets
17
19,788
15,338
28,304
Property, plant and equipment
18
31,570
30,906
32,771
Goodwill and other intangible assets
16
23,769
28,158
27,501
Deferred tax assets
28
229
520
-
Other assets
22
160,631
141,322
90,468
Assets classified as held for distribution
15
-
3,722
28,612
Total assets
1,268,788
1,214,653
1,229,349
Equity
Share capital
24
120,477
120,477
120,477
Share premium account
4,632
4,632
4,632
Retained earnings and other reserves
434,942
418,195
433,733
Total shareholders' equity
560,051
543,304
558,842
Liabilities
Insurance contract liabilities
26
569,833
538,747
529,281
Investment contract liabilities
31
-
-
-
Current tax liabilities
2,931
228
819
Lease obligations 32
19,551
Retirement benefit obligations
17
4,801
4,960
7,058
Subordinated liabilities
30
25,853
25,818
24,433
Provisions for other liabilities
27
6,177
5,870
6,068
Deferred tax liabilities
28
36,671
36,209
47,699
Other liabilities
29
42,920
40,805
34,343
Liabilities classified as held for distribution
15
-
-
-
Total liabilities
708,737
671,349
670,507
Total shareholders' equity and liabilities
1,268,788
1,214,653
1,229,349
*The comparative financial statements have been restated as detailed in note 37.
No statement of profit or loss is presented for Ecclesiastical Insurance Office plc as permitted by Section 408 of the Companies Act 2006. The
profit after tax of the parent company for the period was £36,365,000 (2022: profit of £16,380,000).
5353
Consolidated and parent statements of cash flows
for the year ended 31 December 2023
Restated*
Notes
2023
2022
Group
Parent
Group
Parent
£000
£000
£000
£000
Profit/(loss) before tax from continuing operations
41,903
(15,582 )
12,687
Profit before tax from discontinued operations
1,501
-
Adjustments for:
Depreciation of property, plant and equipment
5,288
5,373
Revaluation of property, plant and equipment
(35 )
(35)
-
Loss/(profit) on disposal of property, plant and equipment
3
(9 )
-
Amortisation and impairment of intangible assets
5,583
3,351
Movement in expected credit loss provision
(1,255 )
(552)
-
Impairment of shares in subsidiary undertakings
-
Profit on disposal of subsidiary
(718 )
(1,501)
(14,293 )
(20,146)
Net fair value (gains)/losses on financial instruments and investment
property
(12,928 )
(7,728)
66,658
Dividend and interest income
(35,077 )
(27,709)
(22,906 )
(20,075)
Finance costs
3,079
2,456
Other adjustments for non-cash items
1,560
695
Changes in operating assets and liabilities:
Net decrease/(increase) in reinsurance contract assets
(9,601)
(32,053 )
(12,851)
Net increase in investment contract liabilities
-
-
Net increase in insurance contract liabilities
35,512
2,861
Net increase in other assets
(16,85 7 )
(19,001)
(57,512 )
(51,810)
Net increase in other liabilities
3,426
3,050
Cash generated/(used) by operations
31,728
(7,912)
Purchases of financial instruments and investment property
(202,338 )
(127,968)
(208, 588 )
(109,878)
Sale of financial instruments and investment property
119,627
115,561
Dividends received
9,526
10,795
Interest received
17,354
10,732
Tax paid
(2,705 )
(2,546)
(6,487 )
(6,330)
Net cash from/(used by) operating activities
47,721
(6,512 )
12,968
Cash flows from investing activities
Purchases of property, plant and equipment
(2,358 )
(1,331)
(3,234 )
(2,934)
Proceeds from the sale of property, plant and equipment
-
-
Purchases of intangible assets
(1,2 45 )
(1,245)
(3,900 )
(3,900)
Disposal of subsidiary, net of cash disposed
-
45,197
Net cash (used by)/from investing activities
(3,307 )
(2,576)
Cash flows from financing activities
Interest paid
(2, 491 )
(2,419)
(2,528 )
(2,456)
Payment of lease liabilities
(3,128 )
(2,935)
(3,267 )
(2,605)
Change in interest in subsidiary
-
Dividends paid to Company's shareholders
(9,18 1 )
(9,181)
(9,181 )
(9,181)
Charitable grant paid to ultimate parent undertaking
(13,000 )
(13,000)
(15,000 )
(15,000)
Net cash used by financing activities
(27,8 00 )
(27,535)
(29,976 )
(34,399)
Net increase/(decrease) in cash and cash equivalents
17,610
(7,239 ) 16,932
Cash and cash equivalents at beginning of year (as reported)
66,569
48,437
Cash classified as held for distribution
-
(5,177 )
-
Exchange (losses)/gains on cash and cash equivalents
(2,069 )
(743)
1,200
Cash and cash equivalents at end of year
23
83,436
66,569
*The comparative financial statements have been restated as detailed in note 37.
5454
Notes to the financial statements
5555
Notes to the financial statements
1 Accounting policies (continued)
6868
Notes to the financial statements
6969
Notes to the financial statements
2 Critical accounting estimates and judgements in applying accounting policies (continued)
IFRS 17 transition
7070
Notes to the financial statements
2 Critical accounting estimates and judgements in applying accounting policies (continued)
7171
Notes to the financial statements
7272
Notes to the financial statements
3 Insurance risk (continued)
7474
Notes to the financial statements
7575
Notes to the financial statements
4 Financial risk and capital management (continued)
8585
Notes to the financial statements
8686
Notes to the financial statements
5 Segment information (continued)
8787
Notes to the financial statements
5 Segment information (continued)
(c) Geographical information
8888
Notes to the financial statements
9 Net investment result
Restated*
2023
2022
£000
£000
Income from financial assets at fair value through profit or loss
- equity income
10,032
6,780
- debt income
14,942
11,074
- structured note income
731
346
Income from financial assets calculated using the effective interest rate method
- cash and cash equivalents income
2,488
3,502
- other income received
6,879
1,583
Other income/(expense)
- rental income
8,647
8,837
- exchange movements
(820)
(1,416)
Investment income
42,899
30,706
Fair value movements on financial instruments at fair value through profit or loss
19,579
(72,912)
Fair value movements on investment property
(6,651)
(21,209)
Fair value movements on property, plant and equipment
35
-
Movement in expected credit loss allowance
1,607
-
Net investment return/(loss)
57,469
(63,415)
Less: discontinued operations
-
(24)
Net investment return/(loss) of continuing operations
57,469
(63,439)
*The comparative financial statements have been restated as detailed in note 37.
Included within fair value movements on financial instruments at fair value through profit or loss are gains of £4,262,000 (2022: £3,733,000 gains)
in respect of derivative instruments.
9090
Notes to the financial statements
9393
Notes to the financial statements
14 Appropriations
2023
2022
£000
£000
Amounts paid directly from equity in the period:
Charitable grants
Gross charitable grants to the ultimate parent company, Benefact Trust Limited
13,000
20,000
Tax relief
(3,837)
(3,800)
Net appropriation for the year
9,163
16,200
9494
Notes to the financial statements
15 Disposal of subsidiaries and discontinued operations (continued)
(b) Assets and liabilities of disposal group classified as held for distribution
9595
Notes to the financial statements
9696
Notes to the financial statements
16 Goodwill and other intangible assets (continued)
9797
Notes to the financial statements
17 Retirement benefit schemes (continued)
9999
Notes to the financial statements
17 Retirement benefit schemes (continued)
100100
Notes to the financial statements
17 Retirement benefit schemes (continued)
102102
Notes to the financial statements
18 Property, plant and equipment (continued)
104104
Notes to the financial statements
105105
Notes to the financial statements
106106
Notes to the financial statements
107107
Notes to the financial statements
108108
Notes to the financial statements
109109
Notes to the financial statements
110110
Notes to the financial statements
129129
Notes to the financial statements
130130
Notes to the financial statements
131131
Notes to the financial statements
132132
Notes to the financial statements
133133
Notes to the financial statements
36 Reconciliation of Alternative Performance Measures
The Group uses alternative performance measures (APMs) in addition to the figures which are prepared in accordance with IFRS. The financial
measures in our key financial performance data include gross written premiums and the combined operating ratio (COR). These measures are
commonly used in the industries we operate in and we believe they provide useful information and enhance the understanding of our results.
Users of the accounts should be aware that similarly titled APM reported by other companies may be calculated differently. For that reason, the
comparability of APM across companies might be limited.
The tables below provide a reconciliation of the gross written premiums, net written premiums and the combined operating ratio to their most
directly reconcilable line items in the financial statements.
Group
2023
General insurance
£000
Gross written premiums
615,007
Change in the gross unearned premium provision
(35,861)
Insurance revenue
[1]
579,146
Net written premiums
351,340
Outward reinsurance premiums written
263,667
Change in the gross unearned premium provision
(35,861)
Insurance revenue
[1]
579,146
2023
Other
Inv'mnt
Corporate
income and
Insurance return
costs
charges
Total
General
Life
£000
£000
£000
£000
£000
£000
Insurance revenue
[1]
579,146
6,509
832
-
(3)
586,484
Insurance service expenses
(415,686)
(5,702)
12,801
-
3
(408,584)
Insurance service result before reinsurance contracts held
163,460
807
13,633
-
-
177,900
Net expense from reinsurance contracts
(107,174)
- -
-
-
(107,174)
Insurance service result
56,286
807
13,633
-
-
70,726
Net insurance financial result
-
(2,628)
(16,912)
-
-
(19,540)
Net investment result
-
4,274
53,195
-
-
57,469
Other operating expenses
(31,766)
(1,213)
(3,780)
(24,079)
87
(60,751)
Other finance costs
-
- -
-
(3,151)
(3,151)
Profit/(loss) before tax
[2]
24,520
1,240 46,136
(24,079)
(3,064)
44,753
Reconciliation to net earned premiums
Insurance revenue
[1]
579,146
Outward reinsurance premiums earned
(249,091)
Net earned premiums
[3]
330,055
Combined operating ratio = ( [3] - [2] ) / [3]
92.6%
The underwriting profit of the Group is defined as the profit/(loss) before tax of the general insurance business.
The Group uses the industry standard net combined operating ratio as a measure of underwriting efficiency. The COR expresses the total of net
claims costs, commission and underwriting expenses as a percentage of net earned premiums. It is calculated as ( [3] - [2] ) / [3].
136136
Notes to the financial statements
36 Reconciliation of Alternative Performance Measures (continued)
Group
2022
General insurance
£000
Gross written premiums
558,544
Change in the gross unearned premium provision
(30,619)
General Measurement Model insurance revenue
25
Insurance revenue
[1] 527,950
Net written premiums
320,475
Outward reinsurance premiums written
238,069
Change in the gross unearned premium provision
(30,619)
General Measurement Model insurance revenue
25
Insurance revenue
[1]
527,950
Restated*
2022
Other
Inv'mnt
Corporate
income and
Insurance return costs
charges
Total
General
Life
£000
£000 £000
£000 £000
£000
Insurance revenue
[1]
527,950
6,311
642
-
(9)
534,894
Insurance service expenses (437,738) (5,267) (1,693) - 226 (444,472)
Insurance service result before reinsurance contracts held
90,212
1,044
(1,051)
-
217
90,422
Net expense from reinsurance contracts
(24,775)
- -
- -
(24,775)
Insurance service result
65,437
1,044
(1,051)
-
217
65,647
Net insurance financial result
-
10,196
37,666
- -
47,862
Net investment result
-
(10,737)
(52,702)
- -
(63,439)
Other operating expenses
(33,919)
(454)
(3,080)
(25,743)
-
(63,196)
Other finance costs
-
- - -
(2,456)
(2,456)
Profit/(loss) before tax
[2]
31,518
49
(19,167)
(25,743)
(2,239)
(15,582)
Reconciliation to net earned premiums
Insurance revenue
[1]
527,950
Outward reinsurance premiums earned
(223,955)
General Measurement Model insurance revenue
(25)
Net earned premiums
[3]
303,970
Combined operating ratio = ( [3] - [2] ) / [3]
89.6%
*The comparatives have been restated as a result of adoption to IFRS 17 Insurance Contracts , as detailed in note 37.
137137
Notes to the financial statements
138138
Notes to the financial statements
144144