This section sets out how the directors have considered the matters set out in section 172(1)(a) to (f) of the Companies Act 2006 in exercising their duty to promote the success of the group for the benefit of its various stakeholders.
Stakeholders
The directors consider that employees, shareholders, clients, suppliers, regulators and the wider community are the group’s key stakeholders.
The group acknowledges that Board decisions can have wide-ranging implications for the business and its stakeholders, and these implications are carefully considered on a regular basis, through on-going monitoring and appraisal of the group’s overall strategy.
The group views transparency as an essential element of its relationship with stakeholders, and accordingly the group is strongly committed to the production and retention of truthful, accurate and complete information.
The group’s Board will always act in an ethically correct way when conducting business around the world.
Directors, Officers and Employees
The group recognises that insurance and reinsurance broking is primarily a people business, and its ultimate success rests on the contributions of its directors, officers and employees, who develop and implement plans and actions to achieve the goals set by the group from time to time. However, whilst doing so, the group’s directors, officers and employees are required to respect national and international laws and observe the highest standards of integrity in the conduct of the group’s business.
The group’s directors, officers, and employees must avoid any actual or apparent conflict between their own personal interests and the interests of the group. The group itself has systems and controls in place to help avoid and deal with any conflict between the interests of the group and any of its clients, and also between the interests of multiple group clients should they conflict.
The group seeks to attract, develop and retain a diverse workforce by providing an inclusive and supportive working environment, and guarantees each employee equal opportunities to develop without discrimination in all aspects of the employment relationship, including recruitment, hiring, work assignment, work-time allocation, flexible and remote working practices, training, professional development, promotion, transfer, dismissal, wage and salary administration, and selection for training. The group seeks to treat all employees fairly and consistently.
The group has a policy of zero toleration of any kind of direct or indirect discrimination, including because of race or ethnic origin, gender, beliefs (including religion), politics, sexual orientation, age or disability.
The group prohibits all forms of harassment in its workplace, including any form of harassment by or towards employees, clients, suppliers and visitors.
The group has a zero tolerance towards modern slavery and human trafficking, and expects its employees, and those it deals with, to uphold its high values.
The group respects the privacy of the individuals it deals with, particularly that of its employees (but also clients and others) and has procedures in place to comply with all applicable privacy, confidentiality and data protection laws relating to the protection of personal data.
Where an individual discovers information which he or she believes shows serious malpractice or wrongdoing within the group, it is the group’s policy that that information should be disclosed internally without fear of reprisal.
The group does not permit alcohol to be consumed on its premises, except for the purposes of entertaining its business partners in the designated hospitality areas or staff parties which have been pre-authorised by senior management. The misuse of legitimate drugs, or the use, possession or distribution of illicit or unprescribed controlled drugs on the group’s business or premises, is strictly prohibited.
The group strives to provide all employees, and all others who visit its premises – including third parties who may work with the group – with a secure work environment and to secure its assets from improper interference or use.
The group restricts directors, officers and employees from holding office in non-affiliated, for-profit organisations, and prohibits any director, officer or employee from accepting any such office which would, or might, involve a conflict of interest with, or interfere with, the discharge of the director’s, officer’s or employee’s duties to the group.
The group requires its directors, officers, and employees to protect its tangible and intangible assets and use them efficiently to advance its interests.
The group’s directors, officers, and employees are required to respect the ownership rights, and intellectual property rights, of third parties.
Shareholders
UIB Holdings (UK) Limited is primarily owned by Kabban family members, some of whom have been active in the business for many years. Other shareholders include past and present employees and two major Japanese insurance companies, Sompo Japan Insurance Inc. and Mitsui Sumitomo Insurance Company, Limited.
The group always strives to maximise shareholder value, both through payment of regular dividends and inwards re-investment to further drive business growth. The directors consult regularly with shareholders in the development of the overall group strategy.
Clients
The group’s first and foremost concern are its insurance and reinsurance clients. Clients are the focus of everything that the group does. The client’s interests always come first.
The group responds to ever changing client needs and requirements with speed and care, and to that end it has drawn up a Client Service Charter (which is available on the web site) which sets out the minimum client service level to which the group aspires.
The group bases all commercial decisions exclusively on commercial criteria. The group directors, officers, and employees providing or receiving third party gifts and entertainment when representing the group are expected to exercise good judgement in each case, taking account of pertinent circumstances. All expenditure for gifts and entertainment provided by the group must be promptly, fully, and fairly recorded in its books and records.
Suppliers
The group always seeks to balance the benefits of maintaining strong relationships with its suppliers against the need to obtain value for money for shareholders and the desired service levels for its clients. In doing this, the group is fully committed to ensuring that there is no modern slavery or human trafficking in its supply chains, and that everyone’s fundamental rights are respected.
Relationships with key suppliers, such as I.T services and office accommodation are discussed and monitored on a regular basis at Board level.
Regulation and Applicable Laws
The group’s regulator in the United Kingdom is the Financial Conduct Authority, however its various subsidiary companies around the world are subject to the various insurance and reinsurance broking rules and regulations of Brazil, Colombia, Sweden, Turkey, United Arab Emirates, India, Singapore and South Korea.
The group makes full, fair, accurate, timely, and understandable disclosure in reports and documents filed with its regulators across the world, as well as in all other public communications.
The group seeks always to comply with the law in all places where it is present or transacts business. The group has a zero-tolerance policy towards corrupt behaviour of any kind, bribery, economic and financial crime of all kinds and fraud (including tax evasion) in any shape or form, and in particular no one connected with the group may offer or accept bribes, or be involved in, or facilitate, tax evasion.
The group complies with applicable national and international laws and regulations to prevent, detect and report money laundering and to ensure that it is not involved in financing terrorism, and the group has processes in place to apply all sanctions rules that apply to it (including when they are linked to deterring terrorist financing).
The group and its directors, officers, and employees must comply with the antitrust and competition laws of each country or group of countries which are applicable to its businesses.
The group and its directors, officers, and employees must observe all laws and regulations for the protection of client and personal data applicable to its businesses.
Community
One of the group’s goals is to reduce adverse impacts on local communities and the environment. Environment, Social and Governance (ESG) matters are taken seriously by the group, which has led to the establishment of an ESG working group at Head Office in London.