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Shaping
our future
Rathbones Group Plc
Report and accounts 2021
About Rathbones
Contents
Rathbones provides individual investment
and wealth management services for private
clients, charities, trustees and professional
partners. We have been trusted for generations
to manage and preserve our clients’ wealth.
Our tradition of investing and acting responsibly
has been with us from the beginning and continues
to drive us forward. Our ambition is to be recognised
as the UK’s most responsible wealth manager.
Profit before tax
£95.0m
(2020: £43.8m)
Basic earnings per share
133.5p
(2020: 49.6p)
Underlying profit before tax* 1
Underlying earnings per share* 1
£120.7m
(2020: £92.5m)
172.2p
(2020: 133.3p)
Dividends paid and
proposed per share
81p
(2020: 72.0p)
Return on
capital employed (ROCE)
13.0%
(2020: 5.3%)
Underlying return on
capital employed (ROCE)* 2
For a full five-year record,
please see page 215
16.1%
(2020: 13.6%)
* This measure is considered an alternative performance measure (APM). Please refer
to page 34 for more detail on APMs
1. A reconciliation between underlying profit before tax and profit before tax is shown
on page 34
2. Underlying profit after tax as a percentage of underlying quarterly average equity at
each quarter end
Strategic report
Shaping our future
Our purpose
A responsible business
Chair’s statement
Rathbones at a glance
Our investment case
Our business model
Stakeholder engagement
Group chief executive’s review
Our market and opportunities
Our strategy
Key performance indicators
Financial performance
Segmental review
Financial position
Liquidity and cash flow
Risk management and control
Responsible business review
Governance
Corporate governance report
Group risk committee report
Audit committee report
Nomination committee report
Remuneration committee report
Annual report on remuneration
Directors’ report
Statement of directors’ responsibilities in respect
of the report and accounts
Financial statements
Independent auditor’s report to the members of
Rathbones Group Plc
Consolidated financial statements
Notes to the consolidated financial statements
Company financial statements
Notes to the company financial statements
Further information
Five-year record
Corporate information
Our offices
1
2
3
4
6
7
8
10
18
23
24
26
29
36
42
45
46
54
66
86
90
95
99
102
112
115
117
130
134
193
196
215
215
216
Evolving our digital solutions
16
Enriching our proposition
22
Enabling our people
28
Shaping
our future
Rathbones’ future success is founded on our
commitment to deliver a personal service that
brings an empathy and reassurance that builds
trust with clients and advisers.
We are committed to a responsible business
agenda that reflects our brand values and
resonates strongly with stakeholders and
the next generation holders of wealth.
Our approach aims to blend a human and digital
experience, ensuring that it operates seamlessly
across Rathbones, improving the quality of our
services as well as our employees’ experience.
Our ambition is to be recognised as the UK’s
most responsible wealth manager and we are
committed to growing and preserving wealth for
our clients.
Strategic report
Our purpose
Committed
TO INVESTING FOR
EVERYONE’S TOMORROW
It is our responsibility to invest and advise for everyone’s
tomorrow. This means keeping the future in mind when we
make decisions today. Looking beyond the short term for the
most sustainable outcome.
Our focus on the long term enables us to build enduring value
for our clients, make a wider contribution to society and create
a lasting legacy. We believe that our actions add up to what we
stand for. Our responsible business framework enables us to
deliver on our initiatives, including our responsible investment
agenda, diversity, equality and inclusion, community investment
and reducing our environmental impact.
More information can be found on pages 54-64
2
Rathbones Group Plc Report and accounts 2021
A responsible business
At Rathbones, we have a clear understanding of who we are as a business, supported by a strong
ambition for our future. Our purpose represents our commitment as a business to all of our
stakeholders and wider society, while our ambition provides our long-term goal for the future.
Underpinning both of these is our strategy.
Our
purpose
Our purpose is to think, act and invest responsibly.
We deliver on our purpose through our corporate values:
Responsible and
entrepreneurial
Courageous
and resilient
Collaborative
and empathetic
Professional and
high-performing
in creating value
in leading change
in dealing with people
in all our actions
Our ambition is to be recognised as the UK’s most responsible wealth
manager. We are committed to growing and preserving wealth for our clients.
High-quality investment & advice
Relationship-led
access to whole of market
tailored and flexible advice
Multi-generational
Partnership philosophy
for clients of today and tomorrow
working together to deliver the best client outcomes
Our purpose and ambition are achieved through a clear strategy
Enriching the
client and adviser
proposition and
experience
Supporting and
delivering growth
Inspiring our
people
Operating
more efficiently
Delivered through the four pillars of our responsible business programme
Responsible
investment
Our
people
Society and
communities
Our
environmental
impact
Our
ambition
Read more
on page 1
Our
strategy
Read more on
pages 24-25
Operating
responsibly
Read more
on pages 54-64
Our
stakeholders
Engaging with our stakeholders
Read more on pages 10-15
Our key
performance
indicators
How we measure progress
Read more on pages 26-27
Remuneration
Read more on pages 99-111
rathbones.com
3
Chair’s statement
Chair’s statement
Clive C R Bannister
Chair
4
Rathbones Group Plc Report and accounts 2021
Dear Shareholder
In my first year as chair of Rathbones,
I have spent time getting to know the
various teams that comprise this special
business, as well as having the pleasure of
speaking to some of our shareholders and
other key stakeholders about Rathbones
and the wider UK wealth market. This
has been informative, and I look forward
to continuing this dialogue during 2022
and beyond.
These discussions have confirmed that
the work we do on behalf of our clients
and advisers is of real importance. It is
our responsibility to be good, long-term
stewards of the £68.2 billion of wealth
entrusted to Rathbones. Our commitment
to be a leader in responsible business
stems from our sense of purpose to
society. It is woven throughout our
business strategy, and embedded in our
day-to-day decision-making. This focus
on the long term is how we will not only
create value for our clients, but also make
a wider contribution to the society where
we live.
2021 was a year of good progress as we
delivered against our strategic ambitions.
We generated very strong financial results
and took another major step forward in
the expansion of our financial planning
proposition with the acquisition of
Saunderson House. The board
reviewed the merits of the transaction
and concluded that Saunderson House
would accelerate group growth and enable
us to reach new clients across the wealth
sector. The acquisition brings £4.9 billion of
FUMA (at 31 December 2021) and reinforces
Rathbones’ position as one of the largest
independent UK wealth managers. Their
51 financial planners will strengthen our
existing financial planning capabilities
and enhance the wider wealth proposition
we provide to our existing clients.
The transaction is earnings accretive,
underpinned by revenue and cost
synergies, with a target return on invested
capital of approximately 12% by the end
of 2024.
Strategic report Dividend
In line with a progressive dividend policy
of over 25 years, positive financial results
and a strong capital position, the board has
recommended a final dividend of 54p per
share. This brings the total dividend for the
year to 81p per share, 12.5% ahead of 2020.
Five-year dividend growth
2021
2020
2019
2018
2017
2727
25
25
24
22
5454
8181
47
72
45
70
42
66
39
61
Interim dividend (p)
Final dividend (p)
Environmental, social and
governance (ESG)
Rathbones has long been at the forefront
of responsible investing through Rathbone
Greenbank Investments who have created
bespoke, ethical, and sustainable portfolios
for our clients for over 20 years. Our
approach to responsible investment
was recognised by the FT & Investors’
Chronicle Investment Awards 2021,
where Rathbones was named ESG
Champion of the Year, and ESG
Champion for Governance. We intend to
further integrate ESG into our investment
processes across the Group, including the
launch of four new Rathbone Greenbank
Multi-Asset Funds announced earlier
this year.
In keeping with our ESG responsibilities,
I am delighted that Rathbones is committed
to achieving net zero emissions by 2050 or
earlier. More information on our commitment
and our near-term targets is set out on
page 59 of this report.
Outside of our own group, we have always
recognised the importance of maintaining
a dialogue with the companies in which
we invest, and remain eager to help them
towards better, more sustainable long-term
performance. Our highly regarded stewardship
team directly engaged with 705 companies
in 2021 to discuss ESG issues. More information
on our progress can be found in our
responsible business review on pages 54-64.
“I would like to thank our colleagues for their remarkable
resilience, supporting both Rathbones and each other
throughout the pandemic. I am confident that together,
we are building a stronger, better business.”
The board is conscious that good governance
is not simply a matter of regulatory compliance
but encompasses the firm’s culture, behaviours
and how we serve our clients. We recognise
the crucial link between culture, governance
and leadership. As a result, the board
closely monitors and analyses the firm’s
culture. This is supported by my own
engagement with employees and our
workforce engagement programme.
It is gratifying to see the firm’s strong
and distinctive culture in action. This is
evident by the way our employees work to
provide positive outcomes for our clients
and partners. Further information can be
found in the full corporate governance
report on pages 66-85.
During the year the board held strategy
days with the group executive team
to focus on strategic issues including
emerging trends, client needs and their
future expectations. Commitment to
fulfilling client needs remains paramount,
supported by a digital approach to enhance
that interaction. Our new portal and app,
MyRathbones, was launched in 2021 and
during 2022, we will continue our digital
investment through the roll out of a more
seamless, personalised, and interactive
experience resulting in reduced
documentation for clients and advisers.
Board composition and succession
This has been a year of change for the
board. I succeeded Mark Nicholls as
chair at the AGM in May 2021. Mark’s
decade of commitment to Rathbones and
his competence as chair were very clear
and we wish him well in his retirement.
Jim Pettigrew also retired at the AGM in
May 2021. As part of the board’s succession
plans, Colin Clark succeeded Jim as our
senior independent director. I thank Jim
for his tireless work over his four years at
Rathbones and am delighted that Colin has
taken on these important responsibilities.
James Dean has indicated that he will
not seek re-election at the 2022 AGM as
he has served nine years on the board.
James has made a huge contribution to the
board, both as a non-executive director and
chair of the audit committee. As part of the
board’s succession plans, I am pleased that
Iain Cummings will succeed James as chair
of the audit committee.
As part of our nomination committee review
of board effectiveness and succession planning,
we monitor the diversity, depth of knowledge
and industry experience within the board;
to assess what new skills are necessary
to continue constructive challenge and
guidance to the executive team. As a result,
in October, we appointed Iain Cummings
and Dharmash Mistry as independent
non-executive directors. Their experience
in industry within and beyond the financial
sector will be of great value to Rathbones in
the years ahead.
Looking ahead
This has been a very strong financial year
for Rathbones. In 2022 there is a continued
commitment to increase the firm’s organic
growth, accelerate the digital transformation
agenda, and successfully integrate
Saunderson House.
Finally, on behalf of the board, I would
like to thank our colleagues for their
remarkable resilience. They have
supported both Rathbones and each
other throughout the pandemic.
I would also like to thank our clients,
shareholders, and wider stakeholders
for their continued commitment to our
success. I am confident that together, we
are building a stronger, better business.
Clive C R Bannister
Chair
23 February 2022
rathbones.com
5
Strategic report
At a glance
Rathbones
at a glance
Our purpose, which is to think, act and invest
responsibly, is delivered through our corporate
values – responsible and entrepreneurial in
creating value, collaborative and empathetic
in dealing with people, courageous and resilient
in leading change, professional and high-
performing in all our actions.
15
UK locations1 and Jersey
1,967
employees
£68.2bn
managed by us for our clients
FTSE250
company listed on the
London Stock Exchange
6
Rathbones Group Plc Report and accounts 2021
Wealth Management
Investment Management
Rathbone Investment Management provides
investment management solutions to a range of
private clients, charities, trustees and professional
partners. Clients of this discretionary service can
expect a tailored investment strategy that meets
individual objectives backed by an investment
process that aims to provide risk-adjusted returns
to meet clients’ needs today and in the future.
Within Investment Management, we have several
specialist capabilities including:
— Charities and not-for-profit organisations
— Rathbone Greenbank Investments
— Personal Injury and Court of Protection
— Rathbone Investment Management International
Advice
Through Rathbone Financial Planning, Saunderson
House Limited and Vision Independent Financial
Planning, we provide financial planning and advisory
services. We also offer UK trust, tax and legal services
through the Rathbone Trust Company.
Funds
Rathbone Unit Trust Management is a UK active fund
manager, providing a range of single strategy funds
that are designed to meet core investment needs in
the retail client market. These funds are distributed
primarily through financial advisers in the UK.
Our funds business also manages a range of multi-
asset products that provide wealth solutions to the
UK adviser market.
Our funds can also be accessed by international clients
through our Rathbone Luxembourg Funds SICAV2
(Société d’Investissement à Capital Variable)
which allows access to a similar range of actively
managed funds.
Complementary services3
As a bank, Rathbone Investment Management offers
a loan service to existing clients.
Includes Vision Independent Financial Planning
1.
2. Our Luxembourg-based feeder funds were converted to directly
invested funds in preparation for the potential loss of Undertakings
for the Collective Investment in Transferable Securities (UCITS) status
post Brexit
3. All complementary services are reported as part of our Investment
Management segment
Strategic report Our investment case
A strong track record
in a growing market
UK Wealth Management Market estimates (£trn)
2024F
2020
£2.1trn1
£2.1trn1
£1.6trn1
£1.6trn1
Relevant investment solutions
Range of investment,
financial planning and
advisory solutions managing
£68.2bn
4th
largest charity fund
manager in the UK
Deep expertise
Access to over
500
investment managers and
financial planners
Annuity value
Client retention rate
93%
Growing ESG capability with over
20
years of experience through
Rathbone Greenbank Investments
A single strategy and multi-asset
Funds business managing
£13.0bn
Robust investment skills with
a research team of over
30
individuals
Long-term client and
family relationships
Track record of delivering M&A and integration
2021
2020
2018
2015
2014
440m440m
925m925m
1.9bn
1.9bn
4.7bn
4.7bn
6.7bn
6.7bn
Speirs & Jeffrey (FUMA)
Saunderson House (FUMA)
Vision Independent Financial Planning (FUMA)
Barclays Court of Protection team
Jupiter private client business
AUM at time of acquiring.
1. Sources: PAM Directory and Oliver Wyman estimates
Attractive financials leading to
returns to shareholders
Underlying EPS
172.2p
2021
2020
2019
2018
2017
172.2
172.2
133.3
133.3
132.8
132.8
142.5
142.5
138.8
138.8
Underlying return on
capital employed
16.1%
2021
2020
2019
2018
2017
16.116.1
13.613.6
14.214.2
16.916.9
19.519.5
Dividend per share
81p
2021
2020
2019
2018
2017
8181
7272
7070
6666
6161
rathbones.com
7
Our business model
Creating long-term value
What we do
How we do it
We are a leading provider of individual
investment and wealth management
services for private clients, charities,
trustees and professional partners.
Product and service
optionality
How Rathbones delivers
wealth solutions today
A balanced business model that delivers...
Wealth
planning
Point-in-time
advice/
planning
Other
advisory
By leveraging capability across the firm through...
Blended investment/advice solutions
Providing investment optionality, both directly to clients
and indirectly to advisers with access to:
— Discretionary and managed portfolios
— Multi-asset funds
— Non-discretionary investment management
— Single-strategy funds
— Execution-only and banking
8
Rathbones Group Plc Report and accounts 2021
An informed
investment process
Supported by
in-house operations
Individual
relationships with
clients and advisers
Strategic report
— Clients have the option to join Rathbones either directly or through
their own financial intermediary
— Our dedicated intermediary sales team provides Rathbones services
and products to UK and International financial advisers, including
from full bespoke discretionary services to fund-based solutions
— Direct client and adviser referrals remain the most important source
of organic growth
— Our Vision Independent Financial Planning business
operates independently but maintains a close relationship with
Rathbone Investment Management
— Rathbone Financial Planning together with Saunderson House will
provide whole-of-market advice to clients, working closely with
investment managers to create bespoke financial plans
— We have a bespoke approach to portfolio construction supported by
a central research team and a growing ESG capability
— Our firm-wide processes allow us to pool intellectual capital and
provide strategic asset allocation methodologies
— We operate a range of specialist mandates, including specialist
investment teams who provide services to charities, ethical investors
and Court of Protection clients
— Our internal quality assurance and performance measurement
capabilities provide a sound control framework
— We have dedicated in-house custody and settlement services
— Our operations team is highly experienced
— We outsource selected services, where this is cost-effective, to reliable
and carefully chosen partners
— We are leveraging technology solutions to deliver a stronger
digital service to clients and make Rathbones much easier to do
business with
— Our service is delivered directly through investment managers who
make portfolio decisions
— Our aim is to build lasting and trusted relationships
— We access investments across the whole market, with no bias towards
in-house funds, but have a suite of fund solutions through Rathbone
Unit Trust Management for clients who do not require a fully bespoke
investment service
— Our Jersey office can cater for offshore investment needs
— Our upgraded client digital portal, MyRathbones, complements our
face-to-face service
To create long-term value
For investors
— Strong operating margin
compared to industry peers
— Successful acquisition capability
of people and firms that
fit our culture
— Progressive dividend policy
Dividends per share in 2021
81p
For clients
— Active management of
portfolios through changing
market conditions
— A valued and quality service
that builds trust
— Specialist mandate capabilities
— High-quality adviser services
Retention rate
93.3%
For employees
— Empowered to make individual
investment decisions
— Performance-based remuneration
— Investment in training, support
and development
— Share ownership
— Low staff turnover
Employee share ownership
8.6%
rathbones.com
9
Stakeholder engagement
Stakeholder
engagement
Section 172 statement
Our board promotes the success of the
firm for the benefit of our members as well
as a broad range of stakeholders that we
recognise are material to the long-term
future of our business.
We have a clear understanding of who we
are as a business, supported by our culture
and values. Our purpose represents our
commitment as a business to all of our
stakeholders and wider society, while
our ambition provides our long-term goal
for the future. Our board understands how
important it is to maintain a reputation for
high standards of business conduct. We
consider the long-term consequences
of our decisions, taking into account
the impact on both the communities in
which we operate and our environment.
Approach to stakeholder
engagement
The firm’s stakeholders are our clients, our
people, our shareholders, our communities,
regulators and partners with an interest or
concern in our purpose and strategy. Our
aim is to maintain an open and transparent
approach to stakeholder engagement
based on building constructive
relationships with our key stakeholders
and ensure there is a two-way dialogue.
Across the firm, there are many examples
of stakeholder engagement influencing
both day-to-day and strategics. The key
strategic developments set out on page 70
illustrate some of our significant stakeholder
considerations which informed the board’s
decision-making during the year and this
approach is designed to be consistent
with section 172 of the Companies Act and
the overall expectations set by the board.
Details of the framework through which
this is governed are set out on page 68.
Our stakeholder relationships
The firm has identified the following key
stakeholder groups and by considering
their perspectives, insights and opinions,
the board seeks to ensure outcomes of
operational, investment or business
decisions that are more robust and
sustainable. In doing so our board has
regard (amongst other matters) to the:
— likely consequences of any decisions in
the long term
— interests of our people
— need to foster the company’s business
relationships with suppliers, customers
and other key stakeholders
— impact of the company’s operations on
communities and the environment
— desirability of the company maintaining
a reputation for high standards of
business conduct
— need to act fairly as between members of
the company.
Input from engagement with stakeholders
Rathbones’ outputs from engagement
Stakeholder framework
People
Engagement helps us attract,
retain and develop our
sustainable pool of talent.
Input into the future
employee model
Shareholders
Engagement is designed to
ensure confidence in the long
term success of the firm.
Provide insight into the firm’s
strategic and investment direction
Provide inclusive
and talented
workforce to service
client needs
Deliver
bespoke and
relevant
products
Ensure
sustainable
long term
shareholder
returns
Implemented
and refined
initiatives for
our responsible
business agenda
Contribute to
evolving regulatory
requirements
Clients
Client engagement allows us to
anticipate their needs and to
evolve our proposition to meet
their expectations.
Client insight and feedback on
service, technology and products
Society and communities
We recognise our responsibility
to wider society and
communities we operate within.
Obtain specific environmental
and social perspectives
Our partners and regulators
Engagement with regulators and our partners are fundamental
to the running of the firm and servicing of clients.
Provide feedback to ensure ongoing collaboration and anticipate
any regulatory changes
10
Rathbones Group Plc Report and accounts 2021
Strategic report Measuring our engagement
Rathbones provides a service
that meets our clients’ needs
Strongly agree
Slightly agree
Other
81.1%
14.3%
4.6%
Satisfaction with their
investment manager
73.5% rated top two boxes (9/10 out of 10)
10
9
8
1-7
On a scale of 1-10 where 10 is very satisfied
and 1 is very dissatisfied
44.9%
28.6%
17.9%
8.6%
Overall satisfaction with Rathbones
63.1% rated top two boxes
(9/10 out of 10)
10
9
8
7
1-6
On a scale of 1-10 where 10 is very satisfied
and 1 is very dissatisfied
34.1%
29.0%
22.7%
8.5%
5.7%
Clients
Link to enriching the client and adviser proposition
How the firm engaged
We engaged with our clients through a variety of channels including:
— client satisfaction survey focused on Charity and Greenbank clients
— regular meetings held with investment managers and financial planners
— continued use of video technology to enable virtual engagement
with clients
— virtual and in-person conferences held for private clients,
intermediaries and IFAs
— regular CEO letter and research notes issued to clients to update
them on the firm and our investment proposition
How the firm responded
— financial awareness courses for all generations held in person
and virtually
— development of new products and services to meet current
and future client needs, for example the launch of the Rathbone
Greenbank Multi-Asset Portfolios (RGMAPs) and the pilot of our
Reliance on Adviser programme
— launched and continued development of MyRathbones featuring
enhanced two-factor and biometric authentication and full
availability on smart mobile devices and secure messaging.
MyRathbones has achieved over 40% take up by clients since
launch in the first half of 2021
— introduced digitised event management e.g. our financial
awareness programme
— increased electronic delivery of client reporting and implemented
encrypted email technology
— continued to develop our ability to deliver our proposition digitally
(client servicing, thought leadership, events programmes, etc.) in
order to serve clients remotely with careful consideration of the
risk associated with digital (data protection, fraud, etc.)
Measuring our engagement
In 2021, we undertook a survey which focused on our Charity and
Greenbank Charity clients. The results of this survey (shown on the
right) indicated high levels of client satisfaction. Greenbank results
were comparable:
— overall satisfaction score of 8.92/10
— overall satisfaction with their investment manager 8.97/10
— meeting the client’s needs 76%
Feedback from these surveys and our broader client base helped to
enhance our clients’ digital experience through our Client Lifecycle
Management programme including MyRathbones app, client portal
and online reporting.
In 2022, we will undertake the Aon UK client experience survey
Further links to:
Stakeholder interests and engagement
Enriching our proposition
page 70
page 22
rathbones.com
11
Stakeholder engagement continued
People
Link to inspiring our people strategic priority
How the firm engaged
We engaged with our people through the following activities:
— regular colleague opinion surveys to measure engagement,
wellbeing and opinions, e.g. our approach to hybrid working,
change programme, etc
— ongoing and regular virtual management briefings
— webcast, internal magazine and management blogs
— virtual presentations by the executive team to discuss
performance and the firm’s progress on the strategic plan
— workforce engagement sessions held with the NEDs
How the firm responded
— working with the cross industry network Inclusive Companies
to broaden our reach and appeal as part of our commitment
to improve employee diversity, e.g. Rathbones featuring on the
Inclusive Jobs portal and employee access to inclusive webinars
— shared our hybrid working principles see pages 28 and 58
— supported employee wellbeing through the provision of ongoing
physical and mental health support. During the pandemic this
was offered through virtual sessions
— continued to develop and expand Rathbones mentoring
Measuring our engagement
Employee response rate
83%
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Overall engagement
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8.1/10
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2021
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XX%
XX%
XX%
XX%
XX%
XX%
XX%
XX%
XX%
XX%
XX%
8.18.1
XX%
programme
Benchmark
7.77.7
— inclusive leadership training
— invested in virtual training and developing our employees
Measuring our engagement
2021 colleague engagement survey:
2020
2021
83%
82%
91% 8.1/10*
Financial
Services
Benchmark
7.7/10
Employee response rate
Overall engagement
Employee Net Promoter Score
(eNPS)
I am able to work effectively
8.4/10
2021
Benchmark
8.48.4
7.57.5
44*
18
I feel well communicated with
*
In 2021 we used a new engagement system; this means direct comparisons to previous
years was not possible.
7.8/10
2021
Benchmark
7.87.8
7.37.3
Further links to:
Responsible business review
Workforce engagement
Enabling our people
Culture
My manager cares about me as a person
page 54
page 84
page 28
page 83
8.4/10
2021
Benchmark
8.48.4
8.38.3
12
Rathbones Group Plc Report and accounts 2021
Strategic report Shareholders
Link to supporting and delivering growth
strategic priority
How the firm engaged
We engaged with our shareholders through the
following activities:
— executives held regular meetings with our investors
throughout the year
— chair met with the firm’s shareholders via his Induction
programme during 2021 and provided feedback to the board
— in light of ongoing COVID-19 restrictions, the firm continued
with a hybrid model AGM via a webinar and ensured effective
shareholder engagement
— held numerous meetings with investors as part of the
acquisition of Saunderson House
— continued to expand sell-side analyst research coverage of
the company
— we commissioned an independent investor perception study
and the results were presented to the board
How the firm responded
— provided regular updates on the company’s financial and
strategic performance
— the progressive dividend policy was maintained throughout
the year
— an update on the firm’s strategic plan and acquisition
of Saunderson House was provided during the year
— took on board investor feedback for the firm’s
remuneration policy
— responded to several ESG related questionnaires during
the year
— maintained a strong dialogue with the sell-side
analyst community
Measuring our engagement
Number of investor meetings
held in 2021
96
2021
2020
2019
9696
8282
9090
Number of new investors
in 2021*
73
2021
2020
73
87
* Number of new investors includes both retail shareholders
and institutional investors
Further links to:
Stakeholder interests and engagement
Group chief executive’s review
Enriching our proposition
page 70
page 18
page 22
rathbones.com
13
Stakeholder engagement continued
Society and communities
Link to enriching the client and adviser proposition and
experience, and inspiring our people strategic priorities
Measuring our engagement
Direct engagement with investee
companies
How the firm engaged
We engaged with society and the communities in which we operate
through the following activities:
705
— we encouraged high standards of governance as an investment
manager and frequently engaged with companies on
environmental, societal, and corporate governance concerns.
We have been a signatory to the Principles for Responsible
Investment (PRI) for over 10 years. Each year we produce a
responsible investment report sharing our activity and progress
— we are proud to support the communities in which we operate
and have a long history of contributing through the Rathbones
Group Foundation, corporate donations and employee
volunteering. In 2021 we gave over £418,000 (2020: £467,000)
— used our community investment network to support discussion
around regional charity projects
— growing stakeholder expectation around management of climate
risk and emission exposure
How the firm responded
— expanded our stewardship team to include greater ESG resource
— introduced our first group-wide exclusions, for thermal coal and
cluster munition manufacturers
— increased the number of direct company engagements
— transitioned several of our local community investment
programmes, supported by our Foundation, to longer-term
strategic partnerships
— initiated a partnership with Social Shifters to support young
entrepreneurs tackling environmental and social challenges
— reviewed our approach to managing climate risk and expanded
the data included in our carbon reporting, to cover our supply
chain and operational footprint and the impact of our investment
portfolios. See our TCFD report for more information
— agreed to publish our first standalone responsible business
report, where we share more detail on our responsible business
programme and progress made, alongside existing reporting such
as our CDP disclosure. Our CDP score decreased in 2021 as the
submission was based on 2020 activities and therefore did not
incorporate the targets we set in 2021
Further links to:
Responsible business review
Chair’s statement
page 54
page 4
14
Rathbones Group Plc Report and accounts 2021
2021
2020
2019
226226
7070
705705
Total amount donated
£418,000
2021
2020
£418,000
£418,000
£467,000
£467,000
CDP score
C
2021
B
2020
B-
DATA TBU
2019
XXX
Lorem
Lorem
Lorem
Lorem
Lorem
Lorem
Lorem
Lorem
Lorem
Lorem
Lorem
Lorem
XX%
XX%
XX%
XX%
XX%
XX%
XX%
XX%
XX%
XX%
XX%
XX%
Strategic report Our partners and regulators
Link to operating more efficiently strategic priority
How the firm engaged
We engaged with regulators and our partners through the
following activities:
— we held regular meetings with our regulators during the year
and continue to have a proactive and transparent relationship
with them
— we ensured our payment terms with all suppliers were fair and
in compliance with payment practices
— we engaged our suppliers to understand both their exposure
to environmental, social and governance (ESG) risk (including
modern slavery risk) and their management of these matters.
Our modern slavery statement is updated annually and
reviewed by our board
— we maintained ongoing relations with our key suppliers and
partners during the year with regular board updates
— engaged with our existing lenders to refinance our debt facility
How the firm responded
— worked in close collaboration with the firm’s regulators and
responded on a timely basis
— maintain a constructive relationship with HMRC to help
ensure alignment with the relevant regulatory frameworks
— reviewed our preferred, strategic and critical suppliers for
alignment to our ESG policies and processes. See page 57
— regularly interacted with the industry bodies and associations
we are affiliated with to ensure we were engaged with issues
impacting our industry
— refinanced and increased our debt facility with our existing
lending partner, M&G
Measuring our engagement
% of suppliers paid within 30 days
94%
2021
2020
2019
Lorem
Lorem
Lorem
Lorem
Lorem
94%
90%
92%
XX%
XX%
XX%
XX%
XX%
Lorem
% of payments to suppliers made
Lorem
in agreed timeframe
Lorem
Lorem
XX%
XX%
XX%
XX%
70%
2021
2020
2019
Lorem
Lorem
Lorem
Lorem
Lorem
Lorem
Response to regulators
Lorem
70%
63%
65%
XX%
XX%
XX%
XX%
XX%
XX%
XX%
Lorem
All responses to regulators have been
Lorem
made in line with the agreed deadline
XX%
XX%
Further links to:
Stakeholder interests and engagement
Risk management and control
Responsible business review
page 70
page 46
page 54
rathbones.com
15
Evolving
OUR DIGITAL SOLUTIONS
MyRathbones is just one of several solutions that will
be rolled-out as part of the CLM programme. Over the
next two years, we will digitally transform our client
prospecting, onboarding and servicing capability as
well as enhancing our client reporting and further
improving our private client investment management
tools. In addition, we will be providing a new
investment management system to support our
Funds business’ equity, fixed income and multi-asset
portfolio management. These improvements will
make it easier to do business with us and delight
clients along the way. To do this we will partnering
with three key organisations: Objectway, InvestCloud
and Charles River.
In addition, we have delivered improvements to
our technology infrastructure across the firm by
embracing a cloud-based hosting model for several
of our systems and applications. We are also utilising
video capabilities like Microsoft Teams to speak with
clients and operate more efficiently across our many
office locations, supporting hybrid working.
Finally, it is worth highlighting our focus on data
management within the organisation. Over the last
year we have hired a new team of people to focus on
gaining greater insight into our data and leveraging
best in class data capabilities.
Our vision is to build a personalised digital experience
for clients, advisers and colleagues that truly enhances
the value of our services. By embracing modern
digital solutions we will be able to manage the full
private client and adviser lifecycle experience for
clients of Rathbones today, but also for the Rathbones
clients of tomorrow.
A key focus over the next few years is to ensure that,
as our offering evolves and grows, the Rathbones
experience for our clients, advisers and people
remains efficient and enriching. That is why at
Rathbones, we are focussing on creating a blended
human and digital experience by investing further
in digital technology through our ‘Client Lifecycle
Management’ or ‘CLM’ programme. Designed around
the client and the adviser and based on feedback
received from speaking directly with a number of our
clients and advisers, we are aiming to introduce new
digital capabilities across our services and solutions.
The first part of our digital ambitions, partnering
with Objectway, was the launch of ‘MyRathbones’,
our client-facing portal and app, which was launched
in the first half of 2021. Today, c.43% of clients and
advisers are actively using MyRathbones and this
will continue to grow in 2022 as we implement
further improvements and new features through
regular upgrades based on client, adviser and
colleague feedback. It is clear this has begun to
enhance the efficiency and the experience we plan
to achieve for our clients, with:
over
640,000
logins to the portal and app
over
72,000
documents downloaded
more than
8,500
secure messages sent between clients
and investment managers
16
Rathbones Group Plc Report and accounts 2021
Strategic report “Our vision is to build
a personalised digital
experience for clients,
advisers and colleagues
that truly enhances the
value of our services.”
Andy Brodie
Chief Operating Officer
rathbones.com
17
Group chief executive’s review
Group chief
executive’s review
Paul Stockton
Group Chief Executive Officer
18
Rathbones Group Plc Report and accounts 2021
Introduction
It is difficult to report on 2021 without
mentioning the pandemic which has
impacted so much. For Rathbones, it
has presented both challenges and
opportunities that have changed the way
in which we have invested and improved
the way in which we deliver services to
clients. We end the year in a very strong
position having taken advantage of
opportunities to improve client service
quality, deliver strong investment returns,
and build a robust change management
and delivery capability. Our approach to
supporting our employees has focussed on
well-being, thereby improving productivity
and securing a high level of staff
engagement throughout the year.
As a result, we have made considerable
progress in delivering on a strategic
change agenda that will not only improve
our services, but also build greater affinity
with a wider range of client groups and
make us significantly easier to do business
with. We have succeeded in balancing
cost and revenue growth during this
period, culminating in a very strong year
financially. Total funds under management
and administration (FUMA) grew 24.7%
to reach £68.2 billion at 31 December 2021
(2020: £54.7 billion), while profit before
tax grew 116.9% to £95.0 million (2020:
£43.8 million. Underlying profit before tax
totalled £120.7 million, 30.5% ahead of the
Total FUMA up
24.7%
Statutory profit before tax up
116.9%
Basic earnings per share up
169.2%
Strategic report £92.5 million reported in 2020. This
resulted in an underlying operating profit
margin of 27.7% (2020: 25.3%). Further
information on our financial performance
can be found on pages 29-45.
After a decade of significant growth, the
Rathbones of today is a business offering
a holistic range of wealth management
and advice services, complemented by a
high-quality fund management business;
our December 2021 announcement
to rename the company to Rathbones
Group Plc reflects this.
Growth and fund flows
By the end of the year and before the
rotation to value we saw in early 2022,
global investment markets largely
looked to a future beyond the pandemic
as key indices recovered well, comparing
favourably to the considerable nervousness
in the period leading up to the end of 2020.
In the year, the FTSE 100 was up 14.3% and
the WMA Balanced Index up 10.3%. This
relatively strong performance combined
with our own organic and acquired growth
increased FUMA by 24.7% in the year
(2020: 8.6%). Against relevant indices, our
investment performance was also strong
over one, three and five years.
In 2021 we enhanced our reporting
capability, which is reflected in the
improved disclosure found on pages
30-32. Discretionary service net inflows
totalled £1.3 billion in the year, up 30%
on £1.0 billion in 2020. External inflows
of £0.5 billion into our risk targeted multi-
asset fund range were up considerably
from £0.2 billion in 2020. This fund range is
a central part of our offering to the adviser
market and also underpins our offering
for those clients wishing to invest smaller
values. Total discretionary and managed
net inflows were £1.8 billion in 2021
representing an annualised growth rate
of 4.1%. This compares to growth of 1.4%
in 2019 (net inflow of £0.5 billion) and
2.9% in 2020 (net inflow of £1.2 billion)
demonstrating a growing momentum
in both direct to client business and the
indirect financial adviser market.
“We made some considerable headway in delivering on a
strategic change agenda that will continue over the next two
years and will not only improve our services, but also build
greater affinity with a wider range of client groups, and make
us significantly easier to do business with.”
Our growth plans continue to focus on
improving services to existing clients
and establishing relationships with
new clients and advisers. Our dedicated
client development team has provided
a welcome point of focus in the direct
market, encouraging a ‘One Rathbones’
approach to deliver a more holistic client
service where we bring together the best
of our skills and knowledge to support
focused growth campaigns. Our specialist
intermediary sales team is also well
positioned to grow, and has seen
momentum build in 2021 with indirect
net flows from IFAs into our discretionary
services at £0.7 billion in 2021 (2020:
£0.2 billion) reflecting the investment
we have made in the team.
Our Funds business had another
very strong year with funds under
management (FUM) reaching £13.0 billion
at 31 December 2021 (2020: £9.8 billion).
Net flows into our single strategy fund
range grew by 20.0% year on year to
£1.2 billion (2020: £1.0 billion). In total,
Rathbone Funds generated net inflows
of £2.1 billion (2020: £1.5 billion), a growth
rate of 21.1% (2020: 20.1%). Rathbones was
ranked in 5th position for total net retail
sales in the UK in 2021 (source: Pridham
Report), ahead of its 9th place position
in 2020.
Our strategy in action
Rathbones’ future success is founded
on our commitment to deliver a
personal service that brings empathy and
reassurance and builds trust with clients
and advisers. We are committed to a
responsible business agenda that fits our
brand values and resonates strongly with
both stakeholders and the next generation
holders of wealth. Our strategy aims to
establish a blended human and digital
experience that transitions seamlessly
across Rathbones and continually
improves the quality of our investment
and advice processes that stand up to
scrutiny and deliver value. To achieve this,
our objective is driven by four main pillars:
enriching the client and adviser proposition
and experience, supporting and delivering
growth, inspiring our people, and operating
more efficiently. Our focus on delivering
against this strategy has driven
considerable and positive changes within
the business that have helped deliver
strong financial outcomes in 2021.
Building our financial
advice capability
The completion of the Saunderson House
Limited acquisition in October 2021 added
the largest specialist professional services-
focused financial planning business in the
UK to Rathbones Group. With £4.9 billion
(as at 31 December 2021) of FUMA and
51 certified advisers, Saunderson House
presents a valuable opportunity to expand
our proposition and accelerate the growth
of our financial advice capability. Work
since acquisition has reaffirmed the
opportunities we anticipated: to be able
to provide a deeper and more flexible
investment service to Saunderson House
clients and grow its presence in the sectors
it operates in. Integration work is on track
to deliver against expectations. The cultural
fit with our existing Rathbones Financial
Planning team is strong, with both
management teams working well together.
Vision Independent Financial Planning
(Vision) grew FUMA to £2.7 billion at
31 December 2021, up 22.7% from £2.2 billion
in 2020, and now has 131 financial planners.
The network is actively seeking to recruit
further in 2022.
rathbones.com
19
Group chief executive’s review continued
Looking across the group, Rathbones
can now provide clients with access
to over 200 financial planners and
paraplanners and over 300 investment
professionals that together can provide
any combination of advice or investment
services. Our strategy recognises that
external advisers demand quality
investment services directly, and we have
continued to invest to enhance our direct
to adviser proposition to deliver value
and breadth of proposition to advisers
and networks. As at 31 December 2021,
the amount of adviser linked FUMA
was £11.4 billion (31 December 2020:
£9.7 billion).
Responsible investing
A critical part of the development of our
proposition is to deliver a leading approach
to responsible investing across the group.
In our wealth business, we have over 20
years of experience in ethical investing
and our specialist ethical, sustainable
and impact team Rathbone Greenbank
Investments had £2.3 billion of funds under
management at 31 December 2021 (2020:
£1.9 billion). We are leveraging the expertise
and experience of Rathbone Greenbank
Investments more widely across
Rathbones as well as adding capability
to develop its proposition in a rapidly
changing environment to facilitate further
growth. All of our investment managers
and their support staff have now
completed the CISI Professional
Assessment on Sustainability and
Responsible Investment or the CFA
equivalent. In 2022 we will also integrate
an expanded ESG research data set into
the investment process across the group
and improve ESG reporting to clients
with support from research and our
award-winning stewardship team
who during 2021, completed 705
company engagements.
Our Funds business also supports the
responsible investment approach by
delivering fund-based solutions for clients
and advisers. Our highly successful Ethical
Bond Fund continues to deliver strong
investment performance, growing to reach
£2.8 billion at 31 December 2021 (2020:
£2.1 billion) while the Rathbone Greenbank
Global Sustainability Fund now manages
£116 million (2020: £44 million). In March,
we added to our sustainability fund offering
by launching the Rathbone Greenbank
Multi-Asset Portfolios (RGMAPs) fund
range. The RGMAPs funds are managed
by Rathbones’ acclaimed multi-asset team
and supported by Rathbone Greenbank
Investments and though nascent, now
manage £105 million. Total ethical and
sustainable funds managed by Rathbones
Group now equate to £5.3 billion and
continue to grow.
We will continue to place responsible
investing at our core, and enhance our
capability through recruitment and skills
development across investment and
advice teams. Our charity proposition
also continues to gain prominence with
Rathbones ranked the 4th largest charity
manager in the UK by Charity Finance
with funds managed under a charitable
mandate totalling £7.1 billion (2020:
£6.5 billion). In a recent charity survey,
respondents gave their Rathbones
investment manager a mean satisfaction
score of 9/10,. There were also a number
of insights that we will use to improve
our service.
We are committed to responding to our
own fiduciary duty as a business to help
build a better world for future generations
as well as being stewards and allocators of
capital. The establishment of a responsible
business committee is critical to this
ambition. Chaired by me, this committee
oversees not only our responsible
investment agenda, but also how we
deliver on our responsibilities to our
employees, our own environmental
impact, and our social agenda. More
information on our work in these areas
will be published in our first standalone
responsible business report in April 2022.
The success of Speirs & Jeffrey
The acquisition of Speirs & Jeffrey in 2018
added considerable skills and capabilities
to Rathbones as well as creating a
leading market presence in Scotland. The
transaction has established us as one of
the largest independent wealth managers
in Scotland with FUMA of £11.0 billion at
31 December 2021 (2020: £10.3 billion).
At the time of the acquisition in 2018, we
outlined the following financial targets for
2021: expected underlying EPS accretion
from the acquisition of at least 8%, and
an underlying return on investment of
approximately 13%. As at 31 December 2021,
we exceeded both of the targets we originally
laid out despite an uncertain and challenging
backdrop through much of 2020 and 2021.
Importantly, we have now largely worked
through the short-term impact from the
acquisition on basic earnings per share
(EPS), which is now up 169.2% to 133.5p
(2020: 49.6p) and more closely reflecting
underlying EPS. Further information on
financials related to the acquisition can be
found in the business review. My thanks go
to the Glasgow and transition teams that
have worked so hard to make the deal such
a success.
Current and future digital plans
Our strategy sets out the need for a
resolute focus on leveraging technology
and people as part of a holistic digital
experience that differentiates by quality,
demonstrates value to clients, advisers
and colleagues and harnesses efficiency
opportunities. There is little doubt that
the pandemic has greatly emphasised the
importance of this direction of travel as
well as being a significant facilitator of
change as to how we work and interact
with each other and our clients.
The first part of our digital strategy was
the launch of our ‘MyRathbones’ web
portal and app. Today, c.43% of clients are
actively using the portal and app and this
will continue to grow in 2022. It is also
clear that the level of engagement with
‘MyRathbones’ has increased significantly
versus our legacy platform. Alongside
this development, we have also built in a
continual improvement (‘agile’) capability
that delivers regular upgrades that can
keep the platform current and continue
to respond to client-led improvements.
MyRathbones will grow to be the digital
doorway into Rathbones, providing clients
and advisers with a straightforward, flexible,
and safe experience for everyday tasks.
During 2021 we took our digital strategy
further, in partnership with Objectway,
by upgrading our custody and settlement
system that provides the fundamental
support for all aspects of the business. This
significant work was completed on time
and budget and has now established
20
Rathbones Group Plc Report and accounts 2021
Strategic report “Our strategy sets
out the need for a resolute
focus on delivering an
integral digital service
to clients and the
leveraging of technology
solutions to improve
our own productivity.”
an up-to-date platform for operating
our day-to-day books and records. It is
a solid foundation upon which to build
more client-centric systems, supporting
an interim redesign of client and
adviser reporting.
In 2021 we also mobilised a significant
change team to support the delivery of a
Client Lifecycle Management capability
that will transform how Rathbones engages
with clients and advisers. Our ambition
is that clients and advisers will see a
seamless, personalised and interactive
experience that significantly reduces
unnecessary documentation and data
processes that materially improves
efficiency and client centricity across the
business. When achieved, our investment
managers and financial advisers will be
equipped with leading data and client
management tools that will promote rather
than inhibit service delivery and make
Rathbones much easier to do business
with. It will also enable more time to focus
on performance and growth within the
client facing teams.
To make this important step change, we
have partnered with InvestCloud, a global
company which specialises in digital
transformation in the financial industry.
It brings leading expertise in digital design,
innovative technology and data capabilities
to enable us to deliver leading Client
Lifecycle Management capabilities to
deliver a holistic digital experience. This
will also enable us to keep pace with the
rapid changes in client preferences and
industry standards we expect to see over
the medium term.
In addition to our partnership with
InvestCloud, we have signed a partnership
agreement with Charles River. It is a
leading provider of portfolio management
solutions that will help to take our Funds
business to the next level, adding more
institutional fund management capability
to support investment performance and
the next phase of growth.
The programme of delivery for all our
digital plans will be phased to enable
prioritisation and re-investment of early
benefits. The phase of investment is
expected to be concentrated over the next
two years at a total operating expenditure
cost of £40 million. At market levels consistent
with conditions at 31 December 2021, we
plan to manage this investment within
existing underlying operating margin
guidance of mid-20s with a view to
returning to upper-20s operating
margins of 27-30% from 2024 onwards.
People
I have always maintained that, aside
from our clients, our people are our most
important asset and it has been truly
heartening to witness the resilience and
focus of our employees over the past two
years. Like many businesses, having learnt
from remote working, we will incorporate
what we have learned into our future
hybrid working approach. Employees will
have greater autonomy in how they use
their time and the ways in which they
work. Rathbones will facilitate this activity
to ensure that we can drive productivity,
support flexibility, and compete for talent.
Rathbones recognises that capturing the
full value and impact of our people at
work can only be achieved by having an
inclusive and diverse workforce who feel
that they belong to the Rathbones Group.
As a predominantly client-facing business
this is critical to us being able to serve our
clients and deliver on goals we have set.
We took some important strides in 2021 to
promote our Diversity, Equality & Inclusion
(DE&I) agenda by adding resources,
capturing helpful data for nearly 65% of
our employees and taking part in several
workforce programmes. More information
on these important initiatives can be found
on page 28 and in our responsible business
review on pages 54-64.
An engaged workforce is essential to
delivery of our purpose and strategy. Our
2021 employee survey received an 83%
response rate and our overall engagement
score is notably higher than our industry
benchmark. We are committed to
continually improving our employees’
experience at work and will continue to
run and respond to surveys throughout
the year.
Risk management
Risk management practices are
embedded across the firm and will
continue to develop as we upgrade
risk management systems and consider
control self-assessment processes in 2022.
We remain conscious of the impact of the
changing risk landscape to our firm and
industry, particularly as the world emerges
from the pandemic. Risks associated with
ESG, including climate change, anti-money
laundering and the potential for further
supply chain risks arising from Brexit
are considered and assessed regularly.
We will also remain diligent to mitigate
risks in respect of potential cyber threats,
business change, and greater investment
in digital solutions.
Outlook
The business ends 2021 in good health
and is showing strong momentum
having posted strong financial returns and
delivered on some important initiatives in
the year. The post pandemic environment,
together with inflationary and macro-
economic pressures, as well as the current
tensions in Ukraine will continue to be
digested by investment markets, but
Rathbones is in a strong position to
implement critical client lifecycle and
investment systems capabilities in 2022,
secure the delivery of ambitions for
Saunderson House, and explore further
opportunities to drive growth.
Paul Stockton
Group Chief Executive
23 February 2022
rathbones.com
21
Enriching
OUR PROPOSITION
Rathbones is client led: as our clients’ needs evolve, so too does
our proposition. This way we can continue to offer a holistic
service. In enriching the client and adviser experience, our
strategy has created targeted propositions to both the wealth
management and asset management sectors. Rathbones remains
a high-quality brand and we will continue to invest in our brand
proposition to support the next generation.
Saunderson House
adds FUMA of
RGMAPs
have over
£4.9bn
£100m
invested in their first year
In recent years, our proposition has advanced through:
— The acquisition of Saunderson House, the UK’s largest
professional services focused financial planner
— The launch of the Rathbone Greenbank Multi-Asset
Portfolios (RGMAPs), a sustainable investment fund suite
that leverages the expertise of our Rathbone Funds and
Rathbone Greenbank businesses
— Leveraging of the funds capability of the group to offer
considerable choice to direct clients and the intermediary
market, allowing both have access to discretionary and
fund-based solutions that provide optionality
— Deliberate investment in skills and systems to make our
investment process stronger
Rathbones Group now has over
300
investment managers, and over
200
financial planners, serving
66,500
clients
“Keeping our propositions
relevant and of value
to a wide range of client
preferences has always
been our goal.”
Mike Webb
CEO of Rathbone Funds
22
Rathbones Group Plc Report and accounts 2021
Strategic report Our market and opportunities
Our market and opportunities
The UK wealth sector is attractive and long-term secular growth opportunities
remain as the industry continues to evolve to deliver returns for a wide range
of clients. Sector assets are estimated to be nearing £2.1 trillion by 2024. As we
begin to emerge from the COVID-19 pandemic, many themes of the market have
amplified, and our response will be critical.
Industry trends
Changing profiles and expectations of clients
Increased focus on responsible investment
What this means for the industry
There is growing demand for holistic advice, new products
and services and digital propositions. Intergenerational
wealth transfer and the changing gender and ethnic profile
of wealth will continue to drive proposition changes.
How Rathbones is responding
— Provide a wide range of services that caters to differing
investment and financial planning requirements
— Engage with different client groups as well as the
younger generation in preparation for intergenerational
wealth transfer
— Promote our Diversity, Equality & Inclusion agenda
by adding resources and taking part in several
workforce programmes
What this means for the industry
The role of the industry continues to expand, extending to
broader issues. This wider role is expected to become even
more important in future years as part of the focus on
responsible and sustainable investment. Social and
environmental issues will be more important than
ever before.
How Rathbones is responding
— Broaden our existing ESG proposition and investment
range, ensuring they remain relevant for the clients
of tomorrow
— Maintain dialogue with companies we invest in to
support more sustainable long-term performance
— Commit to achieving net zero emissions by 2050
or earlier
Demand for technology solutions
Continued consolidation opportunities
What this means for the industry
The wealth management sector remains highly fragmented
and benefits of scale remain strong both in terms of operating
leverage and service diversification. There remains a long
tail of sub-scale wealth managers who have felt greater
operational strain through the pandemic while the majority
of larger-scale peers are committed to growing.
How Rathbones is responding
— Continue to look for inorganic growth opportunities that
fit our culture but maintain strict acquisition criteria
— Continue to selectively recruit individuals and teams to
the business
What this means for the industry
Clients are becoming more and more accustomed to using
technology to communicate and manage their financial
affairs, particularly following the COVID-19 pandemic.
Keeping pace with this change is fundamental to remaining
competitive and sustaining a quality service, particularly as
inter-generational wealth transfer accelerates and inheritors
have different investment and digital service expectations
than donors.
How Rathbones is responding
— Enhance the digital client experience and provide
seamless multi-channel communication to clients
— Upgrade client relationship management tools and risk
management processes
— Invest in systems that will reduce time spent on
administrative tasks
— Enhance the use of data to reduce costs, improve
productivity and enable continual reinvestment
— Build relationships with the next generation of clients
using relevant technology to facilitate future retention
of investment portfolios
rathbones.com
23
Our strategy
Our strategy
We launched our medium-term strategy for the
business in October 2019, to support our purpose
of thinking, acting and investing responsibly.
Our four strategic priorities are set out here.
Supporting and
delivering growth
How we plan to achieve this
Penetrating specialist markets
Focusing on specialisms, building on
existing capabilities and leveraging
Rathbone Greenbank Investments.
Driving organic growth
Managing client-facing capacity,
structuring distribution, driving growth
through financial planning and building
our Funds business.
We are investing to improve our organic
growth rate. To do this, we are building
up skills and resources to access specialist
markets including charities, Rathbone
Greenbank Investments and Court of
Protection. We are also freeing up capacity
in our investment teams, adding structure
to our business development activity and
supporting the ongoing growth of our
Rathbone Funds and Rathbone Financial
Planning businesses.
s
I
P
K
s
k
s
i
R
Link to KPIs and risks
— Total funds under management
and administration
— Investment Management net organic
growth rates
— Underlying operating margin
— Underlying earnings per share
— Return on capital employed
— Suitability
— Advice
— Sustainability
— Regulatory compliance and legal
— Change
Enriching the client
and adviser proposition
and experience
How we plan to achieve this
Enhancing valued services
Enhancing the experience for private
clients and providing a dedicated service
for financial advisers.
Deepening investment skills
Fostering our investment expertise,
broadening capability and coverage,
and investing responsibly.
We are developing content and tailoring
the delivery of our services for both the
direct-to-client and direct-to-financial-
adviser markets to ensure we serve all client
segments appropriately. We continue
to develop our investment culture and
are investing to broaden our capability
and coverage to drive positive client
outcomes. Our investment process is
supported by our focus on environmental,
social and governance issues.
s
I
P
K
s
k
s
i
R
Link to KPIs and risks
— Number of investment managers and
Investment Management clients
— Staff turnover
— Suitability
— Advice
— Sustainability
— Regulatory compliance and legal
— People
24
Rathbones Group Plc Report and accounts 2021
Strategic report Inspiring
our people
How we plan to achieve this
Our culture and corporate values
Becoming a more diverse and inclusive
organisation, continuing to listen to our
people and improving our commitments
to them.
We are a people business so it is
imperative that our strategy sets a culture
that drives performance and builds long,
rewarding careers for our colleagues.
Against a common set of corporate
values and a commitment to diversity,
equality and inclusion, we plan to
leverage the talent in our business as
we develop more career paths, build
leadership skills and manage succession.
s
I
P
K
Link to KPIs and risks
— Percentage of shares held by current
employees
— Staff turnover
— Variable staff costs as a % of underlying
profit before tax and before variable
staff costs
s
k
s
i
R
— People
— Change
Operating more
efficiently
How we plan to achieve this
Driving productivity
Providing a quality client experience
and making us easy to do business with.
Leveraging the use of technology
to streamline processes and manage
change is a significant opportunity,
and embedding a productivity culture is
an important part of our future success.
Productivity will support growth, boost
employee morale and create the time
and resources to invest in future growth
initiatives. We will also embrace digital
to work alongside our face-to-face service,
offering a broader set of communication
options for clients and advisers.
s
I
P
K
s
k
s
i
R
Link to KPIs and risks
— Underlying operating margin
— Return on capital employed
— Common Equity Tier 1 ratio
— Headcount
— Information security and cyber
— Technology
— People
— Processing
— Change
Read more on our KPIs and risks on pages 26-27 and 46-53
rathbones.com
25
Key performance indicators
Key performance indicators
The group considers the following financial and non-financial measures as key performance indicators
(KPIs) of its overall performance. Each KPI is linked to at least one of our four strategic pillars and is used
to measure both the progress and success of our strategy implementation.
Total funds under management
and administration
£68.2bn
Underlying
operating margin1
27.7%
2021
2020
2019
68.268.2
54.7
50.4
2021
2020
2019
Underlying earnings per share1
172.2p
27.727.7
25.3
25.5
2021
2020
2019
172.2
172.2
133.3
132.8
Definition
Total funds under management and
administration at the end of the year.
Definition
Underlying profit before tax
as a percentage of operating income.
Relevance
The amount of funds that we
manage directly impacts the level
of income we receive.
Relevance
This measure enables the group’s
operational and segmental performance
to be understood, accurately reflecting
key drivers of long-term profitability.
Definition
Underlying profit after tax divided
by the weighted average number of
ordinary shares.
Relevance
An important measure of performance as
it shows profitability, reflecting the effects
of any new share issuance.
Underlying return on
capital employed1
16.1%
2021
2020
2019
16.116.1
13.6
14.2
Definition
Underlying profit after tax as a percentage
of the underlying quarterly average total
of equity.
Relevance
A useful measure of financial efficiency as
it indicates profitability after factoring in the
amount of capital employed by the business.
1. This measure is considered an APM. Please refer to
page 33 for more detail on APMs.
Dividend per share
Staff turnover
81p
2021
2020
2019
8.2%
818181
72
70
2021
2020
2019
8.28.2
8.3
10.1
Definition
Total annual dividend per share
(interim and final).
Relevance
Dividends represent an important part
of the returns to shareholders.
Definition
Number of permanent employees
who have left during the year, excluding
retirements and redundancies, as a
percentage of opening headcount.
Relevance
A measure of staff retention, which can be
a reflection of the work environment and
commitment to the organisation.
26
Rathbones Group Plc Report and accounts 2021
Strategic report Enriching the client and adviser proposition and experience
Inspiring our people
Supporting and delivering growth
Operating more efficiently
Investment Management
net organic growth rate
1.8%
2021
2020
0.1
2019
Rathbone Funds net
organic growth rate
21.1%
Number of Investment
Management clients
66.5
1.81.8
1.5
2021
2020
2019
21.121.1
20.1
16.7
2021
2020
2019
66.566.5
63.7
63.0
Definition
The value of annual net inflows from
Investment Management as a percentage
of opening funds under management
and administration in that segment.
Definition
The value of annual net inflows from
Rathbone Funds as a percentage of
opening funds under management
in that segment.
Relevance
Measures the ability of the Investment
Management business to grow in the
absence of acquisitions.
Relevance
Measures the ability of the Funds
business to grow.
Definition
The number of clients who use
our services.
Relevance
In an industry where scale is important,
the size of our client base helps to
determine market share.
Performance-related
variable staff costs1,2
41.6%
2021
2020
2019
Percentage of shares held
by current employees1
8.6%
Common Equity Tier 1 ratio
18.7%
41.641.6
43.7
42.3
2021
2020
2019
8.68.6
8.3
10.1
2021
2020
2019
18.718.7
23.5
14.2
Definition
Performance-related variable staff costs
divided by underlying profit before tax
and before performance-related variable
staff costs.
Relevance
Shows the extent to which profits
are shared between employees
and shareholders.
1. As a % of underlying profit before tax and before
performance-related variable staff costs
2. This measure is considered an APM. Please refer
to page 33 for more detail on APMs
Definition
The percentage of outstanding shares
held by current employees of the firm.
Definition
Common Equity Tier 1 capital as a
proportion of total risk exposure amount.
Relevance
A direct link for employees to the
future financial success of the company
as shareholders.
1.
Includes some unvested employee share plans
Relevance
As a bank, we must maintain certain levels
of capital. A higher ratio is an indicator of
financial resilience.
Refer to page 42 for further detail
rathbones.com
27
Enabling
OUR PEOPLE
Rathbones strives to invest ‘for everyone’s tomorrow’. ‘Everyone’
includes our people. We are committed to investing in our most
powerful asset, our people, as catalysts for growth. Investing in
support, tools and a positive working environment enhances
engagement, wellbeing and career development.
In 2021, COVID continued to impact our employees. Following
the move to remote working in 2020, 2021 saw us design and
pilot our approach to hybrid working. The response from our
people demonstrates that digitisation and remote working can
positively impact client service and group performance and so
we will roll out our permanent hybrid-working model in 2022.
While the CLM system will deliver a blended personal / digital
client experience, the reconfiguration of office space to support
hybrid-working will continue to enhance our employee
proposition and provide a fit for the future working environment.
In addition to the Saunderson House acquisition, we continued
to grow organically and, with the roll-out of our more targeted
diversity, equality and inclusion initiatives, we are becoming a
more diverse business as we grow.
Our People Plan, focused around the four areas of: asking,
listening and doing, investing in our people, being an employer
of choice and using data to support decisions.
To find out more about our people read p58
Our priority areas
— Asking and listening through regular and targets
surveys and feedback workshops.
— Provide the tools and opportunity for everyone to
own their own career pathway.
— Accelerate the pace in building a diverse equitable
and inclusive workplace.
— To make our employees work more meaningful
– sponsoring ambition and challenge and
recognising success through contribution.
The changing employee environment
38.5%
>64%
of our senior managers are
female. An increase of 13.5%
on our 2020 position.
of our employees have
submitted their diversity
characteristics.
“ We are at a very exciting stage
of growth and change, we are
dedicated to releasing the full
potential of all our people and
continuing to build on our strong
Rathbones culture and values.”
Gaynor Gillespie
Chief People Officer
28
Rathbones Group Plc Report and accounts 2021
Strategic report Financial performance
Financial performance
Jennifer Mathias
Group Chief Financial Officer
Overview of financial performance
The group delivered a very strong set of
results for the year to 31 December 2021,
driven by growth in all areas of the business
and the realisation of benefits of our
acquisition strategy.
Underlying profit before tax grew 31% to
£120.7 million (2020: £92.5 million) reflecting
strong operating income growth, balanced
with the continuation of investment in the
strategic plans announced in October 2019.
The underlying operating margin, which is
calculated as the ratio of underlying profit
before tax to operating income, was 27.7%
(2020: 25.3%).
Statutory profit before tax for 2021 was
£95.0 million (2020: £43.8 million). This
included planned deferred acquisition and
integration costs of £6.4 million relating to
Speirs & Jeffrey (2020: £32.3 million). We also
incurred costs of £3.7 million in 2021 relating
to the acquisition of Saunderson House.
The board primarily considers underlying
measures of income, expenditure and
earnings when assessing the performance
of the group. These are considered to
be a better reflection of true business
performance than reviewing results on a
statutory basis only. These measures are also
widely used by research analysts covering
the group. A full reconciliation between
underlying results and the closest IFRS
equivalent is provided on page 34.
“The group delivered a
very strong set of results
for the year, driven
by growth in our core
service lines and the
realisation of benefits of
our acquisition strategy.”
rathbones.com
rathbones.com
29
29
Financial performance continued
Funds under management
and administration
In 2021 we enhanced our FUMA flow
reporting capability to provide additional
analysis of FUMA by service level.
Table 1 presents separately the FUMA, and
associated movements, in those services
and products which support our wealth
management solutions from asset
management products and other services.
Wealth management FUMA incorporates
our bespoke discretionary portfolio and
managed portfolio services. It also includes
direct sales into our range of risk-targeted
multi-asset funds, which are designed to
be used as wealth management solutions
for clients of investment platforms and
financial advisers. Asset management
FUMA includes our focused range of
specialist ‘single strategy’ funds, which
are designed to act as individual holdings
within investment portfolios.
Including the acquisition of Saunderson
House, group FUMA increased 24.7%
in the year to £68.2 billion. Saunderson
House FUMA totalled £4.9 billion at
31 December 2021.
Net inflows of discretionary and managed
FUMA in Investment Management totalled
£1.3 billion in 2021, up 30% from £1.0 billion
in 2020 (2019: £0.3 billion). Direct net flows
into our multi-asset fund range totalled
£0.5 billion in the year (2020 and 2019:
£0.2 billion). Taken together, this represents
a growth rate of 4.1% in discretionary and
managed FUMA (2020: 2.9%; 2019: 1.4%).
In addition to the above, FUMA on Vision
Financial Planning’s discretionary wealth
management platform that was not
managed by the group totalled £0.8 billion
at 31 December 2021 (2020: £0.7 billion).
In 2022 we will continue to enhance this
disclosure to incorporate FUMA in our
financial planning businesses.
Operating income
Operating income increased 19% in 2021 to
£435.9 million, reflecting growth in all areas
of the business and a full year of Speirs &
Jeffrey operating on standard tariffs post
transition in the fourth quarter of 2020. This
also includes £6.1 million of post-acquisition
income in Saunderson House.
Fee income of £349.4 million in
2021 increased 27.4% compared to
£274.2 million in 2020. Fees represented
80.2% of operating income in 2021, up from
74.9% in 2020.
Net commission income decreased 14.0%
to £53.6 million in 2021 (2020: £62.3 million).
Commission income was elevated in 2020
as investment managers monitored and
responded to the market impacts of the
pandemic. The transition of Speirs & Jeffrey
clients to fee-only tariffs in 2020 also
impacted in 2021.
Net interest income decreased 53.6% to
3.9 million, reflecting a full year with the
UK base rate at 0.1%, following the cut in
March 2020.
Underlying operating expenses
Operating expenses increased from
£322.3 million to £340.9 million during the
year. Operating expenses are adjusted to
exclude expenditure falling into the two
categories explained on page 33.
Underlying operating expenses increased
by £41.6 million (15.2%) to £315.2 million,
reflecting ongoing investment in our
strategic objectives, continued growth
momentum across the business and the
acquisition of Saunderson House.
Advancing the strategic plans to invest in
our digital capability, ESG proposition and IT
infrastructure added £9.2 million to our non-
staff cost base in the year. Business growth
and inflation added a further £6.0 million.
Excluding Saunderson House, planned
additions to headcount in 2020 and 2021
and market-led salary increases increased
fixed staff costs by £9.3 million to £126.8
million. Average headcount increased by
10% to 1,694 in 2021 (see note 10), driven
largely by increases in client facing and
change delivery teams. Variable staff costs
increased by £12.0 million to £89.7 million,
reflecting higher profitability and strong
performance of client portfolios.
Post-acquisition costs in Saunderson House
totalled £5.0 million, of which £3.4 million
related to staff costs.
30
30
Rathbones Group Plc Report and accounts 2021
Rathbones Group Plc Report and accounts 2021
Strategic report
Financial performance continued
Funds under management
and administration
In 2021 we enhanced our FUMA flow
reporting capability to provide additional
analysis of FUMA by service level.
Table 1 presents separately the FUMA, and
associated movements, in those services
and products which support our wealth
management solutions from asset
management products and other services.
Wealth management FUMA incorporates
our bespoke discretionary portfolio and
managed portfolio services. It also includes
direct sales into our range of risk-targeted
multi-asset funds, which are designed to
be used as wealth management solutions
for clients of investment platforms and
financial advisers. Asset management
FUMA includes our focused range of
specialist ‘single strategy’ funds, which
are designed to act as individual holdings
within investment portfolios.
Including the acquisition of Saunderson
House, group FUMA increased 24.7%
in the year to £68.2 billion. Saunderson
House FUMA totalled £4.9 billion at
31 December 2021.
Net inflows of discretionary and managed
FUMA in Investment Management totalled
£1.3 billion in 2021, up 30% from £1.0 billion
in 2020 (2019: £0.3 billion). Direct net flows
into our multi-asset fund range totalled
£0.5 billion in the year (2020 and 2019:
£0.2 billion). Taken together, this represents
a growth rate of 4.1% in discretionary and
managed FUMA (2020: 2.9%; 2019: 1.4%).
In addition to the above, FUMA on Vision
Financial Planning’s discretionary wealth
management platform that was not
managed by the group totalled £0.8 billion
at 31 December 2021 (2020: £0.7 billion).
In 2022 we will continue to enhance this
disclosure to incorporate FUMA in our
financial planning businesses.
Operating income increased 19% in 2021 to
Operating expenses increased from
£435.9 million, reflecting growth in all areas
£322.3 million to £340.9 million during the
of the business and a full year of Speirs &
year. Operating expenses are adjusted to
Jeffrey operating on standard tariffs post
exclude expenditure falling into the two
transition in the fourth quarter of 2020. This
categories explained on page 33.
also includes £6.1 million of post-acquisition
income in Saunderson House.
Fee income of £349.4 million in
2021 increased 27.4% compared to
Underlying operating expenses increased
by £41.6 million (15.2%) to £315.2 million,
reflecting ongoing investment in our
strategic objectives, continued growth
£274.2 million in 2020. Fees represented
momentum across the business and the
80.2% of operating income in 2021, up from
acquisition of Saunderson House.
74.9% in 2020.
Net commission income decreased 14.0%
our digital capability, ESG proposition and IT
to £53.6 million in 2021 (2020: £62.3 million).
infrastructure added £9.2 million to our non-
Commission income was elevated in 2020
staff cost base in the year. Business growth
as investment managers monitored and
and inflation added a further £6.0 million.
Advancing the strategic plans to invest in
responded to the market impacts of the
pandemic. The transition of Speirs & Jeffrey
clients to fee-only tariffs in 2020 also
impacted in 2021.
Excluding Saunderson House, planned
additions to headcount in 2020 and 2021
and market-led salary increases increased
fixed staff costs by £9.3 million to £126.8
Net interest income decreased 53.6% to
million. Average headcount increased by
3.9 million, reflecting a full year with the
10% to 1,694 in 2021 (see note 10), driven
UK base rate at 0.1%, following the cut in
largely by increases in client facing and
March 2020.
change delivery teams. Variable staff costs
increased by £12.0 million to £89.7 million,
reflecting higher profitability and strong
performance of client portfolios.
Post-acquisition costs in Saunderson House
totalled £5.0 million, of which £3.4 million
related to staff costs.
Operating income
Underlying operating expenses
Table 1. Group FUMA and flows by service level
Year ended 31 December 2021
Discretionary service
Bespoke portfolios
Managed via in-house funds
Multi-asset funds
Total discretionary & managed
Non-discretionary service
Total wealth management
Single-strategy funds
Execution only & banking
Total group (pre acquisitions)
Saunderson House
Total group
Year ended 31 December 2020
Discretionary service
Bespoke portfolios
Managed via in-house funds
Multi-asset funds
Total discretionary & managed
Non-discretionary service
Total wealth management
Single-strategy funds
Execution only & banking
Total group
Year ended 31 December 2019
Discretionary service
Bespoke portfolios
Managed via in-house funds
Multi-asset funds
Total discretionary & managed
Non-discretionary service
Total wealth management
Single-strategy funds
Execution only & banking
Total group
Opening
FUMA
£bn
43.4
42.5
0.9
1.3
44.7
1.4
46.1
6.3
2.3
54.7
Opening
FUMA
£bn
39.9
39.3
0.6
1.0
40.9
2.6
43.5
4.7
2.2
50.4
Opening
FUMA
£bn
34.2
33.8
0.4
0.7
35.0
3.4
38.3
3.7
2.1
44.1
Net flows
£bn
1.3
1.1
0.2
0.5
1.8
(0.1)
1.7
1.2
(0.2)
2.7
Net flows
£bn
1.0
0.9
0.1
0.2
1.2
(0.1)
1.1
1.0
(0.2)
1.8
Net flows
£bn
0.3
0.2
0.1
0.2
0.5
(0.1)
0.4
0.4
(0.5)
0.3
Net service
level transfers
£bn
–
(0.1)
0.1
–
–
(0.3)
(0.3)
–
0.3
–
Net service
level transfers
£bn
0.8
0.7
0.1
–
0.8
(1.0)
(0.2)
–
0.2
–
Net service
level transfers
£bn
0.2
0.2
–
–
0.3
(0.4)
(0.1)
–
0.1
–
Market &
investment
performance
£bn
4.6
4.5
0.1
0.2
4.8
–
4.8
0.8
0.3
5.9
Market &
investment
performance
£bn
1.8
1.7
0.1
0.1
1.8
(0.1)
1.7
0.7
0.1
2.5
Market &
investment
performance
£bn
5.2
5.1
0.1
–
5.2
(0.3)
4.9
0.6
0.5
6.1
Closing
FUMA
£bn
49.3
48.0
1.3
2.0
51.3
1.0
52.3
8.3
2.7
63.3
4.9
68.2
Closing
FUMA
£bn
43.4
42.5
0.9
1.3
44.7
1.4
46.1
6.3
2.3
54.7
Closing
FUMA
£bn
39.9
39.3
0.6
1.0
40.9
2.6
43.5
4.7
2.2
50.4
Net growth
(flows)
%
3.0%
2.6%
19.9%
40.3%
4.1%
(11.4%)
3.6%
18.9%
(8.9%)
4.9%
Net growth
(flows)
%
2.5%
2.2%
15.5%
24.4%
2.9%
(3.8%)
2.5%
20.4%
(10.4%)
3.6%
Net growth
(flows)
%
0.9%
0.5%
20.0%
31.3%
1.4%
(2.1%)
1.1%
10.0%
(25.5%)
0.6%
30
Rathbones Group Plc Report and accounts 2021
rathbones.com
rathbones.com
31
31
Financial performance continued
Table 2. Reconciliation of service levels to segmental presentation
Discretionary service
Bespoke portfolios
Managed via in-house funds
Multi-asset funds
Total discretionary & managed
Non-discretionary service
Total wealth management
Single-strategy funds
Execution only & banking
Total group (pre acquisitions)
Saunderson House
Total group
Investment
Management
FUMA (including
intra-group holdings)
£bn
49.3
48.0
1.3
–
49.3
1.0
50.3
–
2.7
53.0
4.9
57.9
Intra-group
holdings1
£bn
(2.7)
(1.5)
(1.2)
–
(2.7)
–
(2.7)
–
–
(2.7)
–
(2.7)
Investment
Management
FUMA
£bn
46.6
46.5
0.1
–
46.6
1.0
47.6
–
2.7
50.3
4.9
55.2
Funds FUMA
£bn
2.7
1.5
1.2
2.0
4.7
–
4.7
8.3
–
13.0
–
13.0
Group FUMA
£bn
49.3
48.0
1.3
2.0
51.3
1.0
52.3
8.3
2.7
63.3
4.9
68.2
1. Intra-group holdings represent in-house funds held within an investment management portfolio.
Table 3. Group’s overall performance
Operating income
Underlying operating expenses1
Underlying profit before tax1
Underlying operating margin1
Profit before tax
Effective tax rate
Taxation
Profit after tax
Underlying earnings per share1
Earnings per share
Dividend per share2
Return on capital employed (ROCE)
Underlying return on capital employed1
1. A reconciliation between the underlying measure and its closest IFRS equivalent is shown in table 4
2. The total interim and final dividend proposed for the financial year
2021
£m
(unless stated)
435.9
(315.2)
120.7
27.7%
95.0
20.8%
(19.8)
75.2
172.2p
133.5p
81.0p
13.0%
16.1%
2020
£m
(unless stated)
366.1
(273.6)
92.5
25.3%
43.8
39.0%
(17.1)
26.7
133.3p
49.6p
72.0p
5.3%
13.6%
32
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Rathbones Group Plc Report and accounts 2021
Strategic report
Table 2. Reconciliation of service levels to segmental presentation
Investment
Management
FUMA (including
intra-group holdings)
Intra-group
holdings1
Investment
Management
Funds FUMA
Group FUMA
Financial performance continued
Discretionary service
Bespoke portfolios
Managed via in-house funds
Multi-asset funds
Total discretionary & managed
Non-discretionary service
Total wealth management
Single-strategy funds
Execution only & banking
Total group (pre acquisitions)
Saunderson House
Total group
Operating income
Underlying operating expenses1
Underlying profit before tax1
Underlying operating margin1
Profit before tax
Effective tax rate
Taxation
Profit after tax
Underlying earnings per share1
Earnings per share
Dividend per share2
Return on capital employed (ROCE)
Underlying return on capital employed1
1. Intra-group holdings represent in-house funds held within an investment management portfolio.
Table 3. Group’s overall performance
1. A reconciliation between the underlying measure and its closest IFRS equivalent is shown in table 4
2. The total interim and final dividend proposed for the financial year
£bn
49.3
48.0
1.3
49.3
1.0
50.3
–
–
2.7
53.0
4.9
57.9
£bn
(2.7)
(1.5)
(1.2)
(2.7)
(2.7)
(2.7)
(2.7)
–
–
–
–
–
FUMA
£bn
46.6
46.5
0.1
–
46.6
1.0
47.6
–
2.7
50.3
4.9
55.2
£bn
2.7
1.5
1.2
2.0
4.7
4.7
8.3
–
–
–
13.0
13.0
2021
£m
435.9
(315.2)
120.7
27.7%
95.0
20.8%
(19.8)
75.2
172.2p
133.5p
81.0p
13.0%
16.1%
£bn
49.3
48.0
1.3
2.0
51.3
1.0
52.3
8.3
2.7
63.3
4.9
68.2
2020
£m
366.1
(273.6)
92.5
25.3%
43.8
39.0%
(17.1)
26.7
133.3p
49.6p
72.0p
5.3%
13.6%
(unless stated)
(unless stated)
Alternative performance measures
Charges in relation to client
relationships and goodwill (note 22)
As explained in notes 1.14 and 2.1, client
relationship intangible assets are recognised
when we acquire a business or hire a team of
investment managers.
The charges associated with these assets
represent the proportion of the cost of
securing client contracts that is charged
to profit or loss as amortisation each
year over the estimated duration of
the client relationships. The quantum of
the accounting charge will vary depending
on the terms of each individual acquisition
or team hire and represents a significant
non-cash profit and loss item. They have,
therefore, been excluded from underlying
profit, which represents largely cash-
based earnings and more directly relates
to the financial reporting period. Research
analysts commonly exclude these costs
when comparing the performance of firms
in the wealth management industry.
Acquisition-related costs (note 9)
Acquisition-related costs are significant costs
which arise from strategic investments to
grow the business rather than its operating
performance and are therefore excluded
from underlying results.
They primarily represent deferred
acquisition consideration and the costs of
integrating acquired businesses.
Deferred acquisition costs are generally
significant payments that are capital in
nature reflecting the transfer of ownership
of the business. However, in accordance with
IFRS 3, any deferred consideration payments
to former shareholders of the acquired
business who are required to remain in
employment with the group must be
treated as remuneration. This distorts the
view of operational performance given by
the statutory measure of profit.
During 2021, £6.0 million of deferred
consideration payments for Speirs & Jeffrey
(2020: £32.3 million), and £1.4 million of
costs for Saunderson House (2020: £nil)
were charged to the income statement.
Taxation
The corporation tax charge for 2021 was
£19.8 million (2020: £17.1 million) (see
note 11). The effective tax rate was 20.8%
(2020: 39.0%).
The prior year rate reflects the significant
amount of disallowable costs of deferred
consideration payments for the acquisition
of Speirs & Jeffrey. The effective tax
rate is now expected to remain closer
to the statutory rate of tax, as the level of
disallowable costs for deferred consideration
payments for Saunderson House is expected
to be much lower (see note 2.3). Thereafter,
the group expects it to return to 2-4
percentage points above the statutory rate.
The UK Government legislated in the
Finance Act 2021 to increase the UK
corporation tax rate to 25.0% in 2023.
We have reflected this rate in the deferred
tax calculations.
Basic earnings per share
Basic earnings per share for the year ended
31 December 2021 was 133.5p compared
to 49.6p in 2020. The increase in the year
reflects the significantly lower amount of
non-underlying charges in relation to the
acquisition of Speirs & Jeffrey compared
to the prior year. On an underlying basis,
earnings per share were 172.2p in 2021,
compared to 133.3p in 2020 (see note 13).
The increase in the year relates to the much
higher growth in underlying profit since
2020 than the number of ordinary shares
in issue.
Dividends
We operate a generally progressive dividend
policy, as set out in the directors’ report on
page 112.
In determining the level of any proposed
dividend, the board has regard to current
and forecast financial performance. Any
proposal to pay a dividend is subject to
compliance with:
— the Companies Act, which requires
that the company must have sufficient
distributable reserves to pay the
dividend; and
— regulatory capital requirements, which
require the group to maintain at least a
minimum level of own funds (for further
detail, see page 42).
The company’s distributable reserves are
primarily dependent on:
— the level of profits earned by the company,
including distributions received from
trading subsidiaries (some of which are
subject to minimum regulatory capital
requirements themselves); and
— actuarial changes in the value of the
pension schemes that are recognised
in the company’s other comprehensive
income, net of deferred tax.
At 31 December 2021 the company’s
distributable reserves were £106.8 million
(2020: £93.7 million). See Note 44 for
a reconciliation of net assets to
distributable reserves.
In setting the proposed dividend for 2021,
the board has considered the group’s
performance in 2021 and the strong balance
sheet position, balanced with the need to
continue our investment programme and
the ongoing uncertainty in the economic
outlook. As a result, the board is proposing
a final dividend for 2021 of 54p; resulting in
a full year dividend of 81p (an increase of 9p
on 2020).
The proposed full year dividend is covered
1.6 times by basic earnings and 2.1 times by
underlying earnings.
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33
33
Financial performance continued
Table 4. Reconciliation of underlying performance measures to closest equivalent IFRS measures
Operating income
Operating expenses
Charges in relation to client relationships and goodwill
Acquisition-related costs
Underlying operating expenses
Profit before tax
Underlying profit before tax1
Operating margin
Underlying operating margin2
Taxation
Tax on non-underlying expenses
Underlying taxation
Profit after tax
Underlying profit after tax3
Weighted average number of shares in issue
Earnings per share
Underlying earnings per share4
Underlying quarterly average total equity
ROCE
Underlying ROCE5
1. Operating income less underlying operating expenses
2. Underlying profit before tax as a percentage of operating income
3. Underlying profit before tax less underlying taxation
4. Underlying profit after tax divided by the weighted average number of shares in issue
5. Underlying profit after tax as a percentage of underlying quarterly average total equity
2021
£m
(unless stated)
435.9
(340.9)
15.6
10.1
(315.2)
95.0
120.7
21.8%
27.7%
(19.8)
(3.9)
(23.7)
75.2
97.0
56.3m
133.5
172.2
599.1
13.0%
16.1%
2020
£m
(unless stated)
366.1
(322.3)
14.3
34.4
(273.6)
43.8
92.5
12.0%
25.3%
(17.1)
(3.8)
(20.9)
26.7
71.6
53.7m
49.6
133.3
520.5
5.3%
13.6%
34
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Rathbones Group Plc Report and accounts 2021
Rathbones Group Plc Report and accounts 2021
Strategic report
Table 4. Reconciliation of underlying performance measures to closest equivalent IFRS measures
Financial performance continued
Charges in relation to client relationships and goodwill
Operating income
Operating expenses
Acquisition-related costs
Underlying operating expenses
Profit before tax
Underlying profit before tax1
Operating margin
Underlying operating margin2
Taxation
Tax on non-underlying expenses
Underlying taxation
Profit after tax
Underlying profit after tax3
Weighted average number of shares in issue
Earnings per share
Underlying earnings per share4
Underlying quarterly average total equity
ROCE
Underlying ROCE5
1. Operating income less underlying operating expenses
2. Underlying profit before tax as a percentage of operating income
3. Underlying profit before tax less underlying taxation
4. Underlying profit after tax divided by the weighted average number of shares in issue
5. Underlying profit after tax as a percentage of underlying quarterly average total equity
(unless stated)
(unless stated)
2021
£m
435.9
(340.9)
15.6
10.1
(315.2)
95.0
120.7
21.8%
27.7%
(19.8)
(3.9)
(23.7)
75.2
97.0
56.3m
133.5
172.2
599.1
13.0%
16.1%
2020
£m
366.1
(322.3)
14.3
34.4
(273.6)
43.8
92.5
12.0%
25.3%
(17.1)
(3.8)
(20.9)
26.7
71.6
53.7m
49.6
133.3
520.5
5.3%
13.6%
Capital expenditure
Overall, capital expenditure of £8.8 million
in 2021 was £2.9 million below 2020. Spend
on regulatory driven projects and property
improvements reduced by a total of
£1.2 million. Capitalised spend on technology
and other change projects fell by £1.7 million
as the focus on the development of cloud-
based solutions has increased the proportion
of strategic project spend that is charged to
operating expenses.
Underlying return on
capital employed
The board monitors the underlying return
on capital employed (ROCE) as a key
performance measure. For monitoring
purposes, underlying ROCE is defined as
underlying profit after tax expressed as a
percentage of quarterly average total equity
across the year.
Assessment of underlying return on capital
is a key consideration for all investment
decisions, particularly in relation to
acquired growth.
In 2021, underlying ROCE was 16.1%
(2020: 13.6%). Quarterly average total
equity increased by £78.6 million in 2021
compared to 2020, reflecting growth in
retained earnings.
“We will continue to maintain our cost discipline, investing
as market conditions allow to support our growth strategy.
We expect the operating margin to remain in the mid-20s,
in line with previous guidance, for the next two years and
will then return to a high-20s level.”
Deferred acquisition costs for Speirs & Jeffrey
are now substantially complete. Costs of
some £2.5 million are expected to be incurred
each year in 2022 and 2023, after which
no further material costs relating to the
acquisition will arise.
Staff costs in 2022 will reflect salary
inflation of approximately 5% and
national insurance increases, in addition to
the full impact of hiring activity in 2021 and
further joiners planned in 2022 in support of
the strategic initiatives.
Alongside the investment in our strategic
initiatives, we will continue to maintain our
focus on cost discipline. Based on market
conditions at 31 December 2021, we plan
to manage this investment within existing
underlying operating margin guidance
of mid-20s for the next two years. The
underlying operating margin is expected
to return to a high-20s level from
2024 onwards.
Outlook
The business enters 2022 in a robust
financial position and with encouraging
growth momentum.
External factors will continue to have a
significant impact on the group’s profitability
in 2022. We expect global investment
markets to remain volatile during the year,
with both the domestic and global political
environments adding considerable
uncertainty. Inflationary pressures continue,
but these are likely to lead to higher interest
rates, which will benefit net interest income.
As noted in the Group Chief Executive’s
Review on page 21, investment in our
medium-term strategy will continue in
2022 and 2023. In total, we expect to invest
operating expenditure of £40 million in
delivery of our digital plans over the next
two years. The increasing use of modern
cloud-based software solutions will have
a lasting impact on the mix of capital and
operating expenditure, with fewer projects
generating material fixed assets and related
depreciation costs consequently falling
over time.
We anticipate that integration and deferred
acquisition costs relating to the acquisition of
Saunderson House will total approximately
£10 million in 2022. Synergies from the
integration are expected to start to bring
material benefit in 2023.
34
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35
35
Segmental review
Segmental review
Segmental review
Segmental review
The group is managed through two key operating segments, Investment Management and Funds.
The group is managed through two key operating segments, Investment Management and Funds.
Investment Management
Investment Management
The activities of the group are described
The activities of the group are described
in detail on pages 6 to 9. The Investment
in detail on pages 6 to 9. The Investment
Management segment comprises those
Management segment comprises those
activities described under the headings
activities described under the headings
‘Investment Management’, ‘Advice’ and
‘Investment Management’, ‘Advice’ and
‘Complementary services’ on page 6. The
‘Complementary services’ on page 6. The
results of the Investment Management
results of the Investment Management
segment described below include the
segment described below include the
trading results of Rathbone Trust Company,
trading results of Rathbone Trust Company,
Vision Independent Financial Planning and
Vision Independent Financial Planning and
Saunderson House, post-acquisition.
Saunderson House, post-acquisition.
Investment Management income is
Investment Management income is
largely driven by revenue margins earned from
largely driven by revenue margins earned from
funds under management and administration.
funds under management and administration.
Revenue margins are expressed as a basis
Revenue margins are expressed as a basis
point return, which depends on a mix of
point return, which depends on a mix of
tiered fee rates, commissions charged for
tiered fee rates, commissions charged for
transactions undertaken on behalf of clients
transactions undertaken on behalf of clients
and the interest margin earned on cash in
and the interest margin earned on cash in
client portfolios and client loans.
client portfolios and client loans.
Year-on-year changes in the key
Year-on-year changes in the key
performance indicators for Investment
performance indicators for Investment
Management are shown in table 5.
Management are shown in table 5.
Funds under management
Funds under management
and administration
and administration
Investment Management funds under
Investment Management funds under
management and administration increased
management and administration increased
by 22.9% to £55.2 billion at 31 December 2021,
by 22.9% to £55.2 billion at 31 December 2021,
driven by strong growth, investment
driven by strong growth, investment
performance and markets.
performance and markets.
Gross organic inflows of £4.5 billion
Gross organic inflows of £4.5 billion
represented 10.0% of opening funds under
represented 10.0% of opening funds under
management and administration, up from
management and administration, up from
9.1% in 2020. Outflows of funds under
9.1% in 2020. Outflows of funds under
management and administration were 8.0%
management and administration were 8.0%
of the opening balance (2020: 7.7%). Of this,
of the opening balance (2020: 7.7%). Of this,
approximately 38% related to accounts
approximately 38% related to accounts
that were closed with the remainder being
that were closed with the remainder being
drawings from capital to supplement income
drawings from capital to supplement income
or for inter-generational transfers.
or for inter-generational transfers.
Total Investment Management new
Total Investment Management new
business was £0.8 billion during 2021,
business was £0.8 billion during 2021,
representing 2.0% of opening funds under
representing 2.0% of opening funds under
management and administration (2020:
management and administration (2020:
net total increase of 1.4%).
net total increase of 1.4%).
Chart 1. Investment Management –
number of clients and investment
managers
2021
2020
2019
332332
6666
304304
6464
297297
6363
Number of investment
managers
Number of Investment
Management clients (’000)
In addition to the above, the acquisition
In addition to the above, the acquisition
of Saunderson House added £4.9 billion
of Saunderson House added £4.9 billion
to funds under management and advice
to funds under management and advice
in 2021.
in 2021.
Table 5. Investment Management – key performance indicators
Table 5. Investment Management – key performance indicators
Funds under management and
Funds under management and
administration at 31 December
administration at 31 December
Rate of net organic growth in
Rate of net organic growth in
Investment Management funds
Investment Management funds
under management and
under management and
administration1
administration1
Rate of total net growth in Investment
Rate of total net growth in Investment
Management funds under
Management funds under
management and administration1
management and administration1
Average net operating basis
Average net operating basis
Number of Investment Management
Number of Investment Management
point return2
point return2
clients (’000)3
clients (’000)3
2021
2021
2020
2020
£55.2bn
£55.2bn
£44.9bn
£44.9bn
1.8%
1.8%
2.1%
2.1%
0.1%
0.1%
1.4%
1.4%
71.4 bps
71.4 bps
72.7 bps
72.7 bps
66
66
332
332
64
64
304
304
Number of investment managers
Number of investment managers
1. See table 6 (percentages calculated on unrounded figures)
1. See table 6 (percentages calculated on unrounded figures)
2. See table 10
2. See table 10
3. The comparative figure has been restated to align calculation of the number of
3. The comparative figure has been restated to align calculation of the number of
Speirs & Jeffrey clients with Rathbones accounting policies, which reflects a lower
Speirs & Jeffrey clients with Rathbones accounting policies, which reflects a lower
level of aggregation of underlying funds.
level of aggregation of underlying funds.
Table 6. Investment Management – funds under management
Table 6. Investment Management – funds under management
and administration
and administration
Year ended
Year ended
31 December
31 December
2020
2020
£bn
£bn
43.0
43.0
3.9
3.9
3.3
3.3
0.6
0.6
(3.3)
(3.3)
1.3
1.3
44.9
44.9
–
–
44.9
44.9
–
–
0.1%
0.1%
1.4%
1.4%
Year ended
Year ended
31 December
31 December
2021
2021
£bn
£bn
44.9
44.9
4.5
4.5
4.4
4.4
0.1
0.1
(3.6)
(3.6)
4.5
4.5
50.4
50.4
4.9
4.9
55.3
55.3
0.8
0.8
1.8%
1.8%
2.1%
2.1%
As at 1 January
As at 1 January
Inflows
Inflows
– organic1
– organic1
– acquired2
– acquired2
Outflows
Outflows
Market adjustment3
Market adjustment3
Total (pre acquisitions)
Total (pre acquisitions)
Saunderson House
Saunderson House
Total
Total
Net organic new business4
Net organic new business4
Rate of net organic growth5
Rate of net organic growth5
Rate of total net growth6
Rate of total net growth6
1. Value at the date of transfer in/(out)
1. Value at the date of transfer in/(out)
2. Value at date of acquisition
2. Value at date of acquisition
3. Represents the impact of market movements and investment performance
3. Represents the impact of market movements and investment performance
4. Organic inflows less outflows
4. Organic inflows less outflows
5. Net organic new business (excluding Saunderson House) as a percentage of opening funds
5. Net organic new business (excluding Saunderson House) as a percentage of opening funds
6. Net organic new business and acquired inflows (excluding Saunderson House) as a percentage
6. Net organic new business and acquired inflows (excluding Saunderson House) as a percentage
under management and administration
under management and administration
of opening funds under management and administration
of opening funds under management and administration
36
36
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Rathbones Group Plc Report and accounts 2021
Rathbones Group Plc Report and accounts 2021
Rathbones Group Plc Report and accounts 2021
Strategic report
Segmental review
Segmental review
Segmental review
Segmental review
The group is managed through two key operating segments, Investment Management and Funds.
The group is managed through two key operating segments, Investment Management and Funds.
Investment Management
Investment Management
The activities of the group are described
The activities of the group are described
in detail on pages 6 to 9. The Investment
in detail on pages 6 to 9. The Investment
Management segment comprises those
Management segment comprises those
activities described under the headings
activities described under the headings
‘Investment Management’, ‘Advice’ and
‘Investment Management’, ‘Advice’ and
‘Complementary services’ on page 6. The
‘Complementary services’ on page 6. The
results of the Investment Management
results of the Investment Management
segment described below include the
segment described below include the
trading results of Rathbone Trust Company,
trading results of Rathbone Trust Company,
Vision Independent Financial Planning and
Vision Independent Financial Planning and
Saunderson House, post-acquisition.
Saunderson House, post-acquisition.
Investment Management income is
Investment Management income is
largely driven by revenue margins earned from
largely driven by revenue margins earned from
funds under management and administration.
funds under management and administration.
Revenue margins are expressed as a basis
Revenue margins are expressed as a basis
point return, which depends on a mix of
point return, which depends on a mix of
tiered fee rates, commissions charged for
tiered fee rates, commissions charged for
transactions undertaken on behalf of clients
transactions undertaken on behalf of clients
and the interest margin earned on cash in
and the interest margin earned on cash in
client portfolios and client loans.
client portfolios and client loans.
Year-on-year changes in the key
Year-on-year changes in the key
performance indicators for Investment
performance indicators for Investment
Management are shown in table 5.
Management are shown in table 5.
Funds under management
Funds under management
and administration
and administration
Investment Management funds under
Investment Management funds under
management and administration increased
management and administration increased
by 22.9% to £55.2 billion at 31 December 2021,
by 22.9% to £55.2 billion at 31 December 2021,
driven by strong growth, investment
driven by strong growth, investment
performance and markets.
performance and markets.
Gross organic inflows of £4.5 billion
Gross organic inflows of £4.5 billion
represented 10.0% of opening funds under
represented 10.0% of opening funds under
management and administration, up from
management and administration, up from
9.1% in 2020. Outflows of funds under
9.1% in 2020. Outflows of funds under
management and administration were 8.0%
management and administration were 8.0%
of the opening balance (2020: 7.7%). Of this,
of the opening balance (2020: 7.7%). Of this,
approximately 38% related to accounts
approximately 38% related to accounts
that were closed with the remainder being
that were closed with the remainder being
drawings from capital to supplement income
drawings from capital to supplement income
or for inter-generational transfers.
or for inter-generational transfers.
Total Investment Management new
Total Investment Management new
business was £0.8 billion during 2021,
business was £0.8 billion during 2021,
representing 2.0% of opening funds under
representing 2.0% of opening funds under
management and administration (2020:
management and administration (2020:
net total increase of 1.4%).
net total increase of 1.4%).
In addition to the above, the acquisition
In addition to the above, the acquisition
of Saunderson House added £4.9 billion
of Saunderson House added £4.9 billion
to funds under management and advice
to funds under management and advice
in 2021.
in 2021.
Table 5. Investment Management – key performance indicators
Table 5. Investment Management – key performance indicators
Table 6. Investment Management – funds under management
Table 6. Investment Management – funds under management
2021
2021
2020
2020
and administration
and administration
Funds under management and
Funds under management and
administration at 31 December
administration at 31 December
Rate of net organic growth in
Rate of net organic growth in
Investment Management funds
Investment Management funds
under management and
under management and
administration1
administration1
Rate of total net growth in Investment
Rate of total net growth in Investment
Management funds under
Management funds under
management and administration1
management and administration1
Average net operating basis
Average net operating basis
Number of Investment Management
Number of Investment Management
point return2
point return2
clients (’000)3
clients (’000)3
£55.2bn
£55.2bn
£44.9bn
£44.9bn
1.8%
1.8%
2.1%
2.1%
66
66
332
332
0.1%
0.1%
1.4%
1.4%
64
64
304
304
71.4 bps
71.4 bps
72.7 bps
72.7 bps
Number of investment managers
Number of investment managers
1. See table 6 (percentages calculated on unrounded figures)
1. See table 6 (percentages calculated on unrounded figures)
2. See table 10
2. See table 10
3. The comparative figure has been restated to align calculation of the number of
3. The comparative figure has been restated to align calculation of the number of
Speirs & Jeffrey clients with Rathbones accounting policies, which reflects a lower
Speirs & Jeffrey clients with Rathbones accounting policies, which reflects a lower
level of aggregation of underlying funds.
level of aggregation of underlying funds.
As at 1 January
As at 1 January
Inflows
Inflows
– organic1
– organic1
– acquired2
– acquired2
Outflows
Outflows
Market adjustment3
Market adjustment3
Total (pre acquisitions)
Total (pre acquisitions)
Saunderson House
Saunderson House
Total
Total
Net organic new business4
Net organic new business4
Rate of net organic growth5
Rate of net organic growth5
Rate of total net growth6
Rate of total net growth6
1. Value at the date of transfer in/(out)
1. Value at the date of transfer in/(out)
2. Value at date of acquisition
Year ended
31 December
Year ended
31 December
2021
Year ended
31 December
Year ended
31 December
2020
2021
£bn
£bn
44.9
44.9
4.5
4.5
4.4
4.4
0.1
0.1
(3.6)
(3.6)
4.5
4.5
50.4
50.4
4.9
4.9
55.3
55.3
0.8
0.8
1.8%
1.8%
2.1%
2.1%
2020
£bn
£bn
43.0
43.0
3.9
3.9
3.3
3.3
0.6
0.6
(3.3)
(3.3)
1.3
1.3
44.9
44.9
44.9
44.9
–
–
–
–
0.1%
0.1%
1.4%
1.4%
2. Value at date of acquisition
3. Represents the impact of market movements and investment performance
3. Represents the impact of market movements and investment performance
4. Organic inflows less outflows
4. Organic inflows less outflows
5. Net organic new business (excluding Saunderson House) as a percentage of opening funds
5. Net organic new business (excluding Saunderson House) as a percentage of opening funds
under management and administration
under management and administration
6. Net organic new business and acquired inflows (excluding Saunderson House) as a percentage
6. Net organic new business and acquired inflows (excluding Saunderson House) as a percentage
of opening funds under management and administration
of opening funds under management and administration
Growth in discretionary and managed
Growth in discretionary and managed
FUMA of £1.3 billion in 2021 has come equally
FUMA of £1.3 billion in 2021 has come equally
from direct contact with clients and through
from direct contact with clients and through
financial adviser networks. Our specialist
financial adviser networks. Our specialist
intermediary sales team continued to build
intermediary sales team continued to build
momentum in the year, with indirect net
momentum in the year, with indirect net
flows from IFAs into our discretionary and
flows from IFAs into our discretionary and
managed services of £0.7 billion (2020:
managed services of £0.7 billion (2020:
£0.2 billion).
£0.2 billion).
The group saw net outflows from non-
The group saw net outflows from non-
discretionary investment management,
discretionary investment management,
and execution-only and banking mandates
and execution-only and banking mandates
totalling £0.4 billion in the year.
totalling £0.4 billion in the year.
During the year, our clients continued to
During the year, our clients continued to
migrate into discretionary services from non-
migrate into discretionary services from non-
discretionary. Switches into execution only
discretionary. Switches into execution only
services largely reflect the transfer of funds
services largely reflect the transfer of funds
into probate following death of a client.
into probate following death of a client.
The global recovery from lockdown-ridden
The global recovery from lockdown-ridden
2020 drove stock markets higher in 2021,
2020 drove stock markets higher in 2021,
however returns were more volatile than
however returns were more volatile than
the headline indices suggest. Many investors
the headline indices suggest. Many investors
switched from ‘growth’ stocks to ‘value’ and
switched from ‘growth’ stocks to ‘value’ and
back again during the year as the impacts
back again during the year as the impacts
of COVID-19 ebbed and flowed, inflation
of COVID-19 ebbed and flowed, inflation
rose, central banks shifted guidance and
rose, central banks shifted guidance and
companies reported.
companies reported.
A significant concern for investors in 2021
A significant concern for investors in 2021
was inflation, which hit multi-decade highs
was inflation, which hit multi-decade highs
in many large nations. Initial belief that
in many large nations. Initial belief that
higher prices would be a passing phase
higher prices would be a passing phase
gave way to longer term concerns later
gave way to longer term concerns later
in the year, which drove steep rises in the
in the year, which drove steep rises in the
yield on government bonds and the prices
yield on government bonds and the prices
of value stocks whilst weighing on the
of value stocks whilst weighing on the
value of growth stocks. These trends have
value of growth stocks. These trends have
accelerated into the early months of 2022.
accelerated into the early months of 2022.
The outperformance was largely driven
The outperformance was largely driven
by our tactical asset allocation decisions
by our tactical asset allocation decisions
in worldwide equities, fixed income
in worldwide equities, fixed income
and alternatives. Company valuations,
and alternatives. Company valuations,
particularly in the developed nations,
particularly in the developed nations,
were supported by stronger earnings
were supported by stronger earnings
whilst being underweight fixed income
whilst being underweight fixed income
also added positively with rising real
also added positively with rising real
yields. Lastly, overweight property and
yields. Lastly, overweight property and
underweight gold related holdings were also
underweight gold related holdings were also
helpful. Overall, the company performance
helpful. Overall, the company performance
against other competitors’ indices, such as
against other competitors’ indices, such as
the Private Client indices publish by ARC
the Private Client indices publish by ARC
was robust.
was robust.
Chart 2. Investment Management –
funds under management and
administration five year growth (£bn)
55.2
2021
2020
2019
2018
2017
55.255.2
44.9
43.0
38.5
33.8
FTSE 100*
MSCI Balanced*
*
*
Index figures show how funds under management and
Index figures show how funds under management and
administration would have changed between 2017 and 2021
administration would have changed between 2017 and 2021
if they had tracked each index
if they had tracked each index
Table 7. Investment Management – new business by channel
Table 7. Investment Management – new business by channel
Bespoke portfolios
Bespoke portfolios
Managed via in-house funds
Managed via in-house funds
Total direct
Total direct
Bespoke portfolios
Bespoke portfolios
Managed via in-house funds
Managed via in-house funds
Total financial adviser linked
Total financial adviser linked
Total discretionary & managed
Total discretionary & managed
Non-discretionary service
Non-discretionary service
Total wealth management
Total wealth management
Execution only & banking
Execution only & banking
Saunderson House
Saunderson House
Total Investment Management
Total Investment Management
2021
2021
Net flows
Net flows
£bn
£bn
0.5
0.5
0.1
0.1
0.6
0.6
0.6
0.6
0.1
0.1
0.7
0.7
1.3
1.3
(0.2)
(0.2)
1.1
1.1
(0.2)
(0.2)
2021
2021
Service level
Service level
transfers
transfers
£bn
£bn
(0.1)
(0.1)
0.1
0.1
–
–
–
–
–
–
–
–
–
–
(0.3)
(0.3)
(0.3)
(0.3)
0.3
0.3
2021
2021
Market and
Market and
investment
investment
performance
performance
£bn
£bn
3.5
3.5
0.1
0.1
3.6
3.6
1.0
1.0
–
–
1.0
1.0
4.6
4.6
0.1
0.1
4.7
4.7
0.3
0.3
2021
2021
Opening
Opening
£bn
£bn
33.3
33.3
0.4
0.4
33.7
33.7
9.2
9.2
0.5
0.5
9.7
9.7
43.4
43.4
1.4
1.4
44.8
44.8
2.3
2.3
47.1
47.1
0.9
0.9
–
–
5.0
5.0
2021
2021
Gross
Gross
£bn
£bn
37.2
37.2
0.7
0.7
37.9
37.9
10.8
10.8
0.6
0.6
11.4
11.4
49.3
49.3
1.0
1.0
50.3
50.3
2.7
2.7
4.9
4.9
57.9
57.9
2021
2021
Intra-group
Intra-group
holdings1
holdings1
£bn
£bn
2021
2021
Net
Net
£bn
£bn
2020
2020
Net
Net
£bn
£bn
(2.7)
(2.7)
–
–
(2.7)
(2.7)
–
–
(2.7)
(2.7)
46.6
46.6
1.0
1.0
47.6
47.6
2.7
2.7
4.9
4.9
55.2
55.2
41.2
41.2
1.4
1.4
42.6
42.6
2.3
2.3
44.9
44.9
1. Holdings of the group’s in-house funds in Investment Management client portfolios and in-house funds for which the management of the assets is undertaken by
1. Holdings of the group’s in-house funds in Investment Management client portfolios and in-house funds for which the management of the assets is undertaken by
Investment Management teams; the corresponding funds under management and administration is reported within Funds.
Investment Management teams; the corresponding funds under management and administration is reported within Funds.
36
36
Rathbones Group Plc Report and accounts 2021
Rathbones Group Plc Report and accounts 2021
rathbones.com
rathbones.com
rathbones.com
37
37
37
Segmental review continued
Segmental review continued
Overall, 2021 was a strong year for our
specialist teams. Rathbone Greenbank
Overall, 2021 was a strong year for our
Investments continued to grow strongly
specialist teams. Rathbone Greenbank
and reached funds under management
Investments continued to grow strongly
and administration of £2.2 billion at
and reached funds under management
31 December 2021, up 20% on 2020.
and administration of £2.2 billion at
Charity funds under management and
31 December 2021, up 20% on 2020.
administration grew 9.2% to £7.1 billion at
Charity funds under management and
31 December 2021. The Personal Injury and
administration grew 9.2% to £7.1 billion at
Court of Protection business ended 2021
31 December 2021. The Personal Injury and
with £1.0 billion of funds under management
Court of Protection business ended 2021
and administration.
with £1.0 billion of funds under management
and administration.
As at 31 December 2021, Vision Independent
Financial Planning advised on client assets
As at 31 December 2021, Vision Independent
of £2.7 billion, up 23% from 2020.
Financial Planning advised on client assets
of £2.7 billion, up 23% from 2020.
Financial performance
Underlying profit before tax in Investment
Financial performance
Management grew 23.9% in the year to
Underlying profit before tax in Investment
£98.4 million, reflecting an underlying
Management grew 23.9% in the year to
operating margin of 26.4%. This was driven
£98.4 million, reflecting an underlying
by strong growth in fee income and the post-
operating margin of 26.4%. This was driven
acquisition impact of Saunderson House.
by strong growth in fee income and the post-
acquisition impact of Saunderson House.
Higher average funds under management
and administration levels on our principal
Higher average funds under management
charging dates during 2021 (see table 9)
and administration levels on our principal
boosted net investment management fee
charging dates during 2021 (see table 9)
income, which rose 25.1% to £288.1 million.
boosted net investment management fee
This was driven by stronger markets and
income, which rose 25.1% to £288.1 million.
investment performance, as well as the
This was driven by stronger markets and
adoption of fee-only tariffs in the fourth
investment performance, as well as the
quarter of 2020 for clients of Speirs & Jeffrey.
adoption of fee-only tariffs in the fourth
quarter of 2020 for clients of Speirs & Jeffrey.
Net commission income fell 14.0% to
£53.6 million, as the elevated levels of
Net commission income fell 14.0% to
transactional activity seen in 2020 reduced,
£53.6 million, as the elevated levels of
along with market volatility, in 2021 and
transactional activity seen in 2020 reduced,
following the switch to fee-only tariffs for
along with market volatility, in 2021 and
Speirs & Jeffrey clients.
following the switch to fee-only tariffs for
Speirs & Jeffrey clients.
The cut in the Bank of England base rate
to 0.1% in March 2020 was maintained
The cut in the Bank of England base rate
throughout 2021, reducing the margin
to 0.1% in March 2020 was maintained
available on our treasury book. Net interest
throughout 2021, reducing the margin
income consequently decreased 53.6% to
available on our treasury book. Net interest
£3.9 million in the year.
income consequently decreased 53.6% to
£3.9 million in the year.
As a result of the factors described above,
the average net operating basis point
As a result of the factors described above,
return on funds under management
the average net operating basis point
and administration fell slightly by 1.3 bps
return on funds under management
to 71.4 bps in 2021.
and administration fell slightly by 1.3 bps
to 71.4 bps in 2021.
Fees from advisory services and other
income increased 39.3% to £27.3 million,
Fees from advisory services and other
reflecting growth in our advisory
income increased 39.3% to £27.3 million,
businesses and the post-acquisition results
reflecting growth in our advisory
of Saunderson House, which contributed
businesses and the post-acquisition results
£6.1 million of additional revenue.
of Saunderson House, which contributed
£6.1 million of additional revenue.
The issue of an additional £20 million of Tier
2 loan notes, bringing the total notes issued
The issue of an additional £20 million of Tier
to £40 million in October 2021, is expected to
2 loan notes, bringing the total notes issued
increase the annual interest charge on these
to £40 million in October 2021, is expected to
notes by approximately £1 million compared
increase the annual interest charge on these
to 2021.
notes by approximately £1 million compared
to 2021.
Underlying operating expenses in
Investment Management for 2021 were
Underlying operating expenses in
£274.5 million, an increase of 13.8% compared
Investment Management for 2021 were
to 2020. This is highlighted in table 11.
£274.5 million, an increase of 13.8% compared
to 2020. This is highlighted in table 11.
2020
£m
2020
£m
230.3
62.3
230.3
8.4
62.3
8.4
19.6
320.6
19.6
(241.2)
320.6
79.4
(241.2)
24.8%
79.4
24.8%
Table 8. Investment Management – financial performance
Table 8. Investment Management – financial performance
2021
£m
2021
£m
288.1
53.6
288.1
3.9
53.6
3.9
27.3
372.9
27.3
(274.5)
372.9
98.4
(274.5)
26.4%
98.4
26.4%
Net investment management
fee income1
fee income1
Net investment management
Net commission income
Net interest income
Net commission income
Fees from advisory services2
Net interest income
and other income
Fees from advisory services2
Operating income
Underlying operating expenses3
Operating income
Underlying profit before tax
Underlying operating expenses3
Underlying operating margin4
Underlying profit before tax
Underlying operating margin4
1. Net investment management fee income is stated after deducting fees and commission
and other income
expenses paid to introducers
1. Net investment management fee income is stated after deducting fees and commission
2. Fees from advisory services includes income from trust, tax and financial planning services
expenses paid to introducers
(including Vision)
(including Vision)
2. Fees from advisory services includes income from trust, tax and financial planning services
3. See table 11
4. Underlying profit before tax as a percentage of operating income
3. See table 11
4. Underlying profit before tax as a percentage of operating income
38
38
38
Rathbones Group Plc Report and accounts 2021
Rathbones Group Plc Report and accounts 2021
Rathbones Group Plc Report and accounts 2021
Table 9. Investment Management – average funds under
management and administration (pre acquisitions)
Table 9. Investment Management – average funds under
management and administration (pre acquisitions)
Valuation dates for billing
– 5 April
Valuation dates for billing
– 30 June
– 5 April
– 30 September
– 30 June
– 31 December
– 30 September
Average
– 31 December
Average FTSE 100 level1
Average
Average FTSE 100 level1
1. Based on the corresponding valuation dates for billing
1. Based on the corresponding valuation dates for billing
Table 10. Investment Management – revenue margin
Table 10. Investment Management – revenue margin
Basis point return1 from:
– fee income
Basis point return1 from:
– commission
– fee income
– interest
– commission
Basis point return on funds under
– interest
Basis point return on funds under
management and administration
72.7
1. Operating income (see table 8), excluding interest on own reserves, interest payable on Tier 2
notes issued, interest payable on lease assets, fees from advisory services and other income,
1. Operating income (see table 8), excluding interest on own reserves, interest payable on Tier 2
divided by the average funds under management and administration on the quarterly billing
notes issued, interest payable on lease assets, fees from advisory services and other income,
dates (see table 9)
divided by the average funds under management and administration on the quarterly billing
dates (see table 9)
management and administration
71.4
2021
£bn
2021
£bn
45.5
47.8
45.5
48.8
47.8
50.3
48.8
48.1
50.3
7,066
48.1
7,066
2021
bps
2021
bps
59.9
11.1
59.9
0.4
11.1
0.4
71.4
2020
£bn
2020
£bn
35.9
41.3
35.9
41.8
41.3
44.9
41.8
41.0
44.9
5,978
41.0
5,978
2020
bps
2020
bps
56.2
15.2
56.2
1.3
15.2
1.3
72.7
Strategic report
Segmental review continued
Segmental review continued
Overall, 2021 was a strong year for our
Higher average funds under management
As a result of the factors described above,
specialist teams. Rathbone Greenbank
Overall, 2021 was a strong year for our
Investments continued to grow strongly
specialist teams. Rathbone Greenbank
and reached funds under management
Investments continued to grow strongly
and administration of £2.2 billion at
and reached funds under management
31 December 2021, up 20% on 2020.
and administration of £2.2 billion at
Charity funds under management and
31 December 2021, up 20% on 2020.
administration grew 9.2% to £7.1 billion at
Charity funds under management and
31 December 2021. The Personal Injury and
administration grew 9.2% to £7.1 billion at
Court of Protection business ended 2021
31 December 2021. The Personal Injury and
with £1.0 billion of funds under management
Court of Protection business ended 2021
and administration.
with £1.0 billion of funds under management
and administration.
As at 31 December 2021, Vision Independent
Financial Planning advised on client assets
As at 31 December 2021, Vision Independent
of £2.7 billion, up 23% from 2020.
Financial Planning advised on client assets
of £2.7 billion, up 23% from 2020.
Financial performance
Underlying profit before tax in Investment
Financial performance
Management grew 23.9% in the year to
Underlying profit before tax in Investment
£98.4 million, reflecting an underlying
Management grew 23.9% in the year to
operating margin of 26.4%. This was driven
£98.4 million, reflecting an underlying
by strong growth in fee income and the post-
operating margin of 26.4%. This was driven
acquisition impact of Saunderson House.
by strong growth in fee income and the post-
acquisition impact of Saunderson House.
and administration levels on our principal
Higher average funds under management
charging dates during 2021 (see table 9)
and administration levels on our principal
boosted net investment management fee
charging dates during 2021 (see table 9)
income, which rose 25.1% to £288.1 million.
boosted net investment management fee
This was driven by stronger markets and
income, which rose 25.1% to £288.1 million.
investment performance, as well as the
This was driven by stronger markets and
adoption of fee-only tariffs in the fourth
investment performance, as well as the
quarter of 2020 for clients of Speirs & Jeffrey.
adoption of fee-only tariffs in the fourth
quarter of 2020 for clients of Speirs & Jeffrey.
Net commission income fell 14.0% to
£53.6 million, as the elevated levels of
Net commission income fell 14.0% to
transactional activity seen in 2020 reduced,
£53.6 million, as the elevated levels of
along with market volatility, in 2021 and
transactional activity seen in 2020 reduced,
following the switch to fee-only tariffs for
along with market volatility, in 2021 and
Speirs & Jeffrey clients.
following the switch to fee-only tariffs for
Speirs & Jeffrey clients.
The cut in the Bank of England base rate
to 0.1% in March 2020 was maintained
The cut in the Bank of England base rate
throughout 2021, reducing the margin
to 0.1% in March 2020 was maintained
available on our treasury book. Net interest
throughout 2021, reducing the margin
income consequently decreased 53.6% to
available on our treasury book. Net interest
£3.9 million in the year.
income consequently decreased 53.6% to
£3.9 million in the year.
the average net operating basis point
As a result of the factors described above,
return on funds under management
the average net operating basis point
and administration fell slightly by 1.3 bps
return on funds under management
to 71.4 bps in 2021.
and administration fell slightly by 1.3 bps
to 71.4 bps in 2021.
Fees from advisory services and other
income increased 39.3% to £27.3 million,
Fees from advisory services and other
reflecting growth in our advisory
income increased 39.3% to £27.3 million,
businesses and the post-acquisition results
reflecting growth in our advisory
of Saunderson House, which contributed
businesses and the post-acquisition results
£6.1 million of additional revenue.
of Saunderson House, which contributed
£6.1 million of additional revenue.
The issue of an additional £20 million of Tier
2 loan notes, bringing the total notes issued
The issue of an additional £20 million of Tier
to £40 million in October 2021, is expected to
2 loan notes, bringing the total notes issued
increase the annual interest charge on these
to £40 million in October 2021, is expected to
notes by approximately £1 million compared
increase the annual interest charge on these
notes by approximately £1 million compared
to 2021.
to 2021.
Underlying operating expenses in
Investment Management for 2021 were
Underlying operating expenses in
£274.5 million, an increase of 13.8% compared
Investment Management for 2021 were
to 2020. This is highlighted in table 11.
£274.5 million, an increase of 13.8% compared
to 2020. This is highlighted in table 11.
Table 8. Investment Management – financial performance
Table 8. Investment Management – financial performance
Table 9. Investment Management – average funds under
management and administration (pre acquisitions)
Table 9. Investment Management – average funds under
management and administration (pre acquisitions)
Net investment management
fee income1
Net investment management
Net commission income
fee income1
Net interest income
Net commission income
Fees from advisory services2
Net interest income
and other income
Fees from advisory services2
Operating income
and other income
Underlying operating expenses3
Operating income
Underlying profit before tax
Underlying operating expenses3
Underlying operating margin4
Underlying profit before tax
2021
£m
2021
£m
288.1
53.6
288.1
3.9
53.6
3.9
27.3
372.9
27.3
(274.5)
372.9
98.4
(274.5)
26.4%
98.4
2020
£m
2020
£m
230.3
62.3
230.3
8.4
62.3
8.4
19.6
320.6
19.6
(241.2)
320.6
79.4
(241.2)
24.8%
79.4
1. Net investment management fee income is stated after deducting fees and commission
Underlying operating margin4
26.4%
24.8%
1. Net investment management fee income is stated after deducting fees and commission
2. Fees from advisory services includes income from trust, tax and financial planning services
2. Fees from advisory services includes income from trust, tax and financial planning services
4. Underlying profit before tax as a percentage of operating income
expenses paid to introducers
expenses paid to introducers
(including Vision)
3. See table 11
(including Vision)
3. See table 11
4. Underlying profit before tax as a percentage of operating income
Valuation dates for billing
– 5 April
Valuation dates for billing
– 30 June
– 5 April
– 30 September
– 30 June
– 31 December
– 30 September
Average
– 31 December
2021
£bn
2021
£bn
45.5
47.8
45.5
48.8
47.8
50.3
48.8
48.1
50.3
7,066
48.1
7,066
2021
bps
2021
bps
59.9
11.1
59.9
0.4
11.1
0.4
71.4
2020
£bn
2020
£bn
35.9
41.3
35.9
41.8
41.3
44.9
41.8
41.0
44.9
5,978
41.0
5,978
2020
bps
2020
bps
56.2
15.2
56.2
1.3
15.2
1.3
72.7
Average FTSE 100 level1
Average
1. Based on the corresponding valuation dates for billing
Average FTSE 100 level1
1. Based on the corresponding valuation dates for billing
Table 10. Investment Management – revenue margin
Table 10. Investment Management – revenue margin
Basis point return1 from:
– fee income
Basis point return1 from:
– commission
– fee income
– interest
– commission
Basis point return on funds under
– interest
management and administration
Basis point return on funds under
1. Operating income (see table 8), excluding interest on own reserves, interest payable on Tier 2
management and administration
71.4
notes issued, interest payable on lease assets, fees from advisory services and other income,
72.7
1. Operating income (see table 8), excluding interest on own reserves, interest payable on Tier 2
divided by the average funds under management and administration on the quarterly billing
notes issued, interest payable on lease assets, fees from advisory services and other income,
dates (see table 9)
divided by the average funds under management and administration on the quarterly billing
dates (see table 9)
Fixed staff costs of £89.3 million increased
by 6.7% year-on-year, reflecting the growth
Fixed staff costs of £89.3 million increased
in headcount Variable staff costs totalled
by 6.7% year-on-year, reflecting the growth
£61.9 million in 2021, an increase of
in headcount Variable staff costs totalled
£5.5 million on 2020. This principally reflects
£61.9 million in 2021, an increase of
growth in profit share awards, driven by
£5.5 million on 2020. This principally reflects
segmental profitability.
growth in profit share awards, driven by
segmental profitability.
Other operating expenses of £123.3 million
include property, depreciation, settlement,
Other operating expenses of £123.3 million
IT, finance and other central support
include property, depreciation, settlement,
services costs.
IT, finance and other central support
services costs.
Incremental spend on our strategic
initiatives to develop systems and enhance
Incremental spend on our strategic
the client experience totalled £8.7 million
initiatives to develop systems and enhance
in 2021.
the client experience totalled £8.7 million
in 2021.
Savings arising from the impact of the
pandemic on entertaining, travel, events
Savings arising from the impact of the
and subsistence spend, as well as reduced
pandemic on entertaining, travel, events
use of the group’s office space persisted for
and subsistence spend, as well as reduced
most of 2021.
use of the group’s office space persisted for
most of 2021.
Post-acquisition costs in Saunderson House
totalled £5.0 million.
Post-acquisition costs in Saunderson House
totalled £5.0 million.
Funds
Funds
Funds’ financial performance is principally
driven by the value and growth of funds
Funds’ financial performance is principally
under management. Year-on-year changes
driven by the value and growth of funds
in the key performance indicators for Funds
under management. Year-on-year changes
are shown in table 12.
in the key performance indicators for Funds
are shown in table 12.
Funds under management
Funds under management
Net retail sales in the asset
management industry totalled
Net retail sales in the asset
approximately £43.4 billion in 2021, as
management industry totalled
reported by the Investment Association
approximately £43.4 billion in 2021, as
(IA), up from around £30.8 billion in 2020.
reported by the Investment Association
Industry-wide funds under management
(IA), up from around £30.8 billion in 2020.
increased 10.4% to £1.6 trillion at the end of
Industry-wide funds under management
the year.
increased 10.4% to £1.6 trillion at the end of
the year.
Equities was again the top seller in 2021
at £14.8 billion, up 42% compared to 2020.
Equities was again the top seller in 2021
Consistent sales to responsible investment
at £14.8 billion, up 42% compared to 2020.
funds, where equities make up over 50%
Consistent sales to responsible investment
of sales, helped to maintain consistent
funds, where equities make up over 50%
inflows to equities, even during periods
of sales, helped to maintain consistent
of market turbulence.
inflows to equities, even during periods
of market turbulence.
The IA Global sector (containing Rathbone
Global Opportunities Fund and Rathbone
The IA Global sector (containing Rathbone
Global Sustainability Fund) was the highest
Global Opportunities Fund and Rathbone
selling equity sector for the fourth year
Global Sustainability Fund) was the highest
in a row with inflows of £12.0 billion. Over
selling equity sector for the fourth year
£4.8 billion also went to the IA Volatility
in a row with inflows of £12.0 billion. Over
Managed sector, which includes our six-fund
£4.8 billion also went to the IA Volatility
multi-asset range and the four-fund ESG
Managed sector, which includes our six-fund
range launched in 2021 called Rathbone
multi-asset range and the four-fund ESG
Greenbank Multi-Asset Portfolios.
range launched in 2021 called Rathbone
Greenbank Multi-Asset Portfolios.
The positive momentum in sales continued
through 2021, with gross sales up 22% in the
The positive momentum in sales continued
year to £4.4 billion. Redemptions increased
through 2021, with gross sales up 22% in the
more modestly, rising 9.5% to £2.3 billion for
year to £4.4 billion. Redemptions increased
the year. As a result, net inflows of £2.1 billion
more modestly, rising 9.5% to £2.3 billion for
for the year were up 40% on £1.5 billion in
the year. As a result, net inflows of £2.1 billion
2020. Rathbone Unit Trust Management
for the year were up 40% on £1.5 billion in
consistently ranked in the top 10 for net UK
2020. Rathbone Unit Trust Management
sales throughout the year according to the
consistently ranked in the top 10 for net UK
quarterly Pridham Sales Reports.
sales throughout the year according to the
quarterly Pridham Sales Reports.
Table 13. Funds – funds under management by product
Table 13. Funds – funds under management by product
Table 11. Investment Management – underlying
operating expenses
Table 11. Investment Management – underlying
operating expenses
Staff costs1
– fixed
Staff costs1
– variable
– fixed
Total staff costs
– variable
Other operating expenses
Total staff costs
Underlying operating expenses
Other operating expenses
Underlying cost/income ratio2
Underlying operating expenses
Underlying cost/income ratio2
1. Represents the costs of investment managers and teams directly involved in
2021
£m
2021
£m
89.3
61.9
89.3
151.2
61.9
123.3
151.2
274.5
123.3
73.6%
274.5
73.6%
1. Represents the costs of investment managers and teams directly involved in
2. Underlying operating expenses as a percentage of operating income (see table 8)
client-facing activities
client-facing activities
2. Underlying operating expenses as a percentage of operating income (see table 8)
Table 12. Funds – key performance indicators
Table 12. Funds – key performance indicators
Funds under management at
2021
31 December1
Funds under management at
Rate of net growth in Unit Trusts funds
31 December1
under management1
Rate of net growth in Unit Trusts funds
Underlying profit before tax2
under management1
Underlying profit before tax2
1. See table 14
2. See table 16
1. See table 14
2. See table 16
2021
£13.0bn
£13.0bn
21.1%
£22.4m
21.1%
£22.4m
£9.8bn
20.1%
£13.1m
20.1%
£13.1m
2020
£m
2020
£m
83.7
56.4
83.7
140.1
56.4
101.1
140.1
241.2
101.1
75.2%
241.2
75.2%
2020
2020
£9.8bn
for Charities
Rathbone Global Opportunities Fund
Rathbone Ethical Bond Fund
Rathbone Global Opportunities Fund
Rathbone Multi-Asset Portfolios
Rathbone Ethical Bond Fund
Rathbone Income Fund
Rathbone Multi-Asset Portfolios
Offshore funds
Rathbone Income Fund
Rathbone High Quality Bond Fund
Offshore funds
Rathbone Active Income Fund
Rathbone High Quality Bond Fund
Rathbone Active Income Fund
Rathbone Strategic Bond Fund
Rathbone Core Investment Fund
Rathbone Strategic Bond Fund
Rathbone Core Investment Fund
Rathbone UK Opportunities Fund
Rathbone Global Sustainability Fund
Rathbone UK Opportunities Fund
Other funds
Rathbone Global Sustainability Fund
Greenbank Multi-Asset Portfolios
Other funds
Greenbank Multi-Asset Portfolios
for Charities
for Charities
for Charities
2021
£m
2021
4,334
£m
2,802
4,334
2,679
2,802
825
2,679
661
825
291
661
291
245
200
245
200
156
76
156
116
76
500
116
105
500
12,990
105
12,990
2020
£m
2020
3,202
£m
2,088
3,202
1,714
2,088
811
1,714
578
811
283
578
283
227
204
227
204
129
49
129
44
49
491
44
–
491
9,820
–
9,820
38
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39
39
39
Segmental review continued
Segmental review continued
Chart 3. Funds –
annual net flows (£m)
2,076
2,076
2,076
1,498
2021
2020
2019
2018
2017
543
943
883
The strong net inflows for the year
The strong net inflows for the year
were principally into the Ethical Bond
were principally into the Ethical Bond
Fund (£0.8 billion), multi-asset funds
Fund (£0.8 billion), multi-asset funds
(£0.8 billion), including £0.1 billion into the
(£0.8 billion), including £0.1 billion into the
new Greenbank multi-asset offering, and
new Greenbank multi-asset offering, and
Global Opportunities Fund (£0.5 billion).
Global Opportunities Fund (£0.5 billion).
The Ethical Bond Fund, in particular, bucked
The Ethical Bond Fund, in particular, bucked
the trend for other bond funds in the sector,
the trend for other bond funds in the sector,
which generally saw more muted inflows.
which generally saw more muted inflows.
Total net inflows, combined with positive
Total net inflows, combined with positive
investment performance and market
investment performance and market
movements, raised total funds under
movements, raised total funds under
management to £13.0 billion at the end of
management to £13.0 billion at the end of
the year, an increase of 32% during the year
the year, an increase of 32% during the year
(see table 14).
(see table 14).
Long-term performance for our retail
Long-term performance for our retail
funds remains strong and the funds are
funds remains strong and the funds are
performing in line with expectations and
performing in line with expectations and
their benchmarks.
their benchmarks.
The Ethical Bond and Global Opportunities
The Ethical Bond and Global Opportunities
funds maintained their excellent long-term
funds maintained their excellent long-term
track records and both finished in the first
track records and both finished in the first
quartile for performance, measured over
quartile for performance, measured over
three and five years. The UK Opportunities
three and five years. The UK Opportunities
Fund maintained its top quartile performance
Fund maintained its top quartile performance
during 2021, which has resulted in a much
during 2021, which has resulted in a much
improved long-term track record.
improved long-term track record.
The growth focused multi-asset funds,
The growth focused multi-asset funds,
which have risk targeted mandates, beat
which have risk targeted mandates, beat
their benchmarks over one, three and five
their benchmarks over one, three and five
years (or since launch) and remained within
years (or since launch) and remained within
volatility targets over the same periods.
volatility targets over the same periods.
Performance of the UK Income fund was
Performance of the UK Income fund was
impacted by the large cuts in dividends by
impacted by the large cuts in dividends by
UK stocks in 2020. During 2021, the fund’s
UK stocks in 2020. During 2021, the fund’s
longer-term performance recovered and
longer-term performance recovered and
it is now above median for one, three and
it is now above median for one, three and
five years.
five years.
The High Quality Bond Fund posted good
The High Quality Bond Fund posted good
returns over the year, performing well
returns over the year, performing well
against its cash-plus based benchmark.
against its cash-plus based benchmark.
The Strategic Bond Fund remains more
The Strategic Bond Fund remains more
defensively positioned, which has continued
defensively positioned, which has continued
to weigh on short-term performance.
to weigh on short-term performance.
As at 31 December 2021, 97% of holdings in
As at 31 December 2021, 97% of holdings in
Funds’ retail funds were in institutional units
Funds’ retail funds were in institutional units
(31 December 2020: 97%).
(31 December 2020: 97%).
During the year, the total number of
During the year, the total number of
investment professionals in Funds
investment professionals in Funds
increased to 21 at 31 December 2021 from
increased to 21 at 31 December 2021 from
18 at the end of 2020.
18 at the end of 2020.
Table 14. Funds – funds under management
Table 14. Funds – funds under management
As at 1 January
As at 1 January
Net inflows
Net inflows
– inflows1
– inflows1
– outflows1
– outflows1
Market adjustments2
Market adjustments2
As at 31 December
As at 31 December
Rate of net growth3
Rate of net growth3
2021
2021
£bn
£bn
9.8
9.8
2.1
2.1
4.4
4.4
(2.3)
(2.3)
1.1
1.1
13.0
13.0
21.1%
21.1%
2020
2020
£bn
£bn
7.4
7.4
1.5
1.5
3.6
3.6
(2.1)
(2.1)
0.9
0.9
9.8
9.8
20.1%
20.1%
1. Valued at the date of transfer in/(out)
1. Valued at the date of transfer in/(out)
2.
2.
3. Net inflows as a percentage of opening funds under management
3. Net inflows as a percentage of opening funds under management
Impact of market movements and relative performance
Impact of market movements and relative performance
Table 15. Funds – performance1,2
Table 15. Funds – performance1,2
2021/(2020) Quartile ranking1 over
2021/(2020) Quartile ranking1 over
Rathbone Ethical Bond Fund
Rathbone Ethical Bond Fund
Rathbone Global Opportunities Fund
Rathbone Global Opportunities Fund
Rathbone Income Fund
Rathbone Income Fund
Rathbone Strategic Bond Fund
Rathbone Strategic Bond Fund
Rathbone UK Opportunities Fund
Rathbone UK Opportunities Fund
1 year
1 year
1 (2)
1 (2)
2 (1)
2 (1)
2 (2)
2 (2)
3 (2)
3 (2)
1 (1)
1 (1)
3 years
3 years
1 (1)
1 (1)
1 (1)
1 (1)
2 (2)
2 (2)
3 (2)
3 (2)
1 (2)
1 (2)
5 years
5 years
1 (1)
1 (1)
1 (1)
1 (1)
2 (3)
2 (3)
2 (2)
2 (2)
1 (2)
1 (2)
1. Quartile ranking data is sourced from FE Trustnet
1. Quartile ranking data is sourced from FE Trustnet
2. Excludes multi-asset funds (for which quartile rankings are prohibited by the Investment
2. Excludes multi-asset funds (for which quartile rankings are prohibited by the Investment
Association (IA)), High Quality Bond Fund, which has no relevant peer group against which to
Association (IA)), High Quality Bond Fund, which has no relevant peer group against which to
measure quartile performance, non-publicly marketed funds and segregated mandates
measure quartile performance, non-publicly marketed funds and segregated mandates
3. Ranking of institutional share classes at 31 December 2021 and 2020 against other funds in the
3. Ranking of institutional share classes at 31 December 2021 and 2020 against other funds in the
same IA sector, based on total return performance, net of fees (consistent with investment
same IA sector, based on total return performance, net of fees (consistent with investment
performance information reported in the funds’ monthly factsheets)
performance information reported in the funds’ monthly factsheets)
4. Funds included in the above table account for 64% of the total FUM of the funds business
4. Funds included in the above table account for 64% of the total FUM of the funds business
40
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Strategic report
Segmental review continued
Segmental review continued
The strong net inflows for the year
The strong net inflows for the year
The growth focused multi-asset funds,
The growth focused multi-asset funds,
were principally into the Ethical Bond
were principally into the Ethical Bond
which have risk targeted mandates, beat
which have risk targeted mandates, beat
Fund (£0.8 billion), multi-asset funds
Fund (£0.8 billion), multi-asset funds
their benchmarks over one, three and five
their benchmarks over one, three and five
(£0.8 billion), including £0.1 billion into the
(£0.8 billion), including £0.1 billion into the
years (or since launch) and remained within
years (or since launch) and remained within
new Greenbank multi-asset offering, and
new Greenbank multi-asset offering, and
volatility targets over the same periods.
volatility targets over the same periods.
Global Opportunities Fund (£0.5 billion).
Global Opportunities Fund (£0.5 billion).
The Ethical Bond Fund, in particular, bucked
The Ethical Bond Fund, in particular, bucked
the trend for other bond funds in the sector,
the trend for other bond funds in the sector,
which generally saw more muted inflows.
which generally saw more muted inflows.
Performance of the UK Income fund was
Performance of the UK Income fund was
impacted by the large cuts in dividends by
impacted by the large cuts in dividends by
UK stocks in 2020. During 2021, the fund’s
UK stocks in 2020. During 2021, the fund’s
longer-term performance recovered and
longer-term performance recovered and
Total net inflows, combined with positive
Total net inflows, combined with positive
it is now above median for one, three and
it is now above median for one, three and
investment performance and market
investment performance and market
movements, raised total funds under
movements, raised total funds under
management to £13.0 billion at the end of
management to £13.0 billion at the end of
the year, an increase of 32% during the year
the year, an increase of 32% during the year
(see table 14).
(see table 14).
Long-term performance for our retail
Long-term performance for our retail
funds remains strong and the funds are
funds remains strong and the funds are
performing in line with expectations and
performing in line with expectations and
their benchmarks.
their benchmarks.
The Ethical Bond and Global Opportunities
The Ethical Bond and Global Opportunities
funds maintained their excellent long-term
funds maintained their excellent long-term
five years.
five years.
The High Quality Bond Fund posted good
The High Quality Bond Fund posted good
returns over the year, performing well
returns over the year, performing well
against its cash-plus based benchmark.
against its cash-plus based benchmark.
The Strategic Bond Fund remains more
The Strategic Bond Fund remains more
defensively positioned, which has continued
defensively positioned, which has continued
to weigh on short-term performance.
to weigh on short-term performance.
As at 31 December 2021, 97% of holdings in
As at 31 December 2021, 97% of holdings in
Funds’ retail funds were in institutional units
Funds’ retail funds were in institutional units
(31 December 2020: 97%).
(31 December 2020: 97%).
track records and both finished in the first
track records and both finished in the first
During the year, the total number of
During the year, the total number of
quartile for performance, measured over
quartile for performance, measured over
investment professionals in Funds
investment professionals in Funds
three and five years. The UK Opportunities
three and five years. The UK Opportunities
increased to 21 at 31 December 2021 from
increased to 21 at 31 December 2021 from
Fund maintained its top quartile performance
Fund maintained its top quartile performance
18 at the end of 2020.
18 at the end of 2020.
during 2021, which has resulted in a much
during 2021, which has resulted in a much
improved long-term track record.
improved long-term track record.
Financial performance
Financial performance
Funds’ income is primarily derived from
Funds’ income is primarily derived from
annual management charges, which are
annual management charges, which are
calculated on the daily value of funds
calculated on the daily value of funds
under management, net of rebates payable
under management, net of rebates payable
to intermediaries.
to intermediaries.
Net annual management charges
Net annual management charges
increased 40% to £61.3 million in 2021, driven
increased 40% to £61.3 million in 2021, driven
principally by the rise in average funds under
principally by the rise in average funds under
management. Net annual management
management. Net annual management
charges as a percentage of average funds
charges as a percentage of average funds
under management fell to 55.0 bps (2020:
under management fell to 55.0 bps (2020:
55.5 bps) reflecting the continued growth in
55.5 bps) reflecting the continued growth in
the fixed income mandate funds.
the fixed income mandate funds.
Operating income as a percentage of
Operating income as a percentage of
average funds under management fell
average funds under management fell
slightly to 55.6 bps in 2021 from 55.9 bps
slightly to 55.6 bps in 2021 from 55.9 bps
in 2020 for the same reasons.
in 2020 for the same reasons.
Fixed staff costs of £5.2 million for the year
Fixed staff costs of £5.2 million for the year
ended 31 December 2021 were 27% higher
ended 31 December 2021 were 27% higher
than 2020. This reflects salary inflation and
than 2020. This reflects salary inflation and
growth in headcount in response to growth
growth in headcount in response to growth
in the business.
in the business.
Variable staff costs of £16.8 million were
Variable staff costs of £16.8 million were
40% higher than 2020 as a result of growth
40% higher than 2020 as a result of growth
in profit and the higher value of gross sales,
in profit and the higher value of gross sales,
which drove increases in sales commissions.
which drove increases in sales commissions.
Other operating expenses have increased
Other operating expenses have increased
by 15% to £18.7 million in 2021. Administration
by 15% to £18.7 million in 2021. Administration
costs of £5.7 million were up £0.9 million on
costs of £5.7 million were up £0.9 million on
2020, driven by higher levels of funds under
2020, driven by higher levels of funds under
management and sales. 2021 saw a full year’s
management and sales. 2021 saw a full year’s
benefit of improved rate cards with third-
benefit of improved rate cards with third-
party service providers which were negotiated
party service providers which were negotiated
and implemented in 2020. Incremental
and implemented in 2020. Incremental
spend on development of systems
spend on development of systems
totalled approximately £0.5 million in 2021.
totalled approximately £0.5 million in 2021.
Regulatory costs also grew by £0.1 million,
Regulatory costs also grew by £0.1 million,
reflecting the growth in levies for the
reflecting the growth in levies for the
Financial Services Compensation Scheme.
Financial Services Compensation Scheme.
Table 14. Funds – funds under management
Table 14. Funds – funds under management
As at 1 January
As at 1 January
Net inflows
Net inflows
– inflows1
– inflows1
– outflows1
– outflows1
Market adjustments2
Market adjustments2
As at 31 December
As at 31 December
Rate of net growth3
Rate of net growth3
1. Valued at the date of transfer in/(out)
1. Valued at the date of transfer in/(out)
2.
2.
Impact of market movements and relative performance
Impact of market movements and relative performance
3. Net inflows as a percentage of opening funds under management
3. Net inflows as a percentage of opening funds under management
2021
2021
£bn
£bn
9.8
9.8
2.1
2.1
4.4
4.4
(2.3)
(2.3)
1.1
1.1
13.0
13.0
Table 15. Funds – performance1,2
Table 15. Funds – performance1,2
2021/(2020) Quartile ranking1 over
2021/(2020) Quartile ranking1 over
Rathbone Ethical Bond Fund
Rathbone Ethical Bond Fund
Rathbone Global Opportunities Fund
Rathbone Global Opportunities Fund
Rathbone Income Fund
Rathbone Income Fund
Rathbone Strategic Bond Fund
Rathbone Strategic Bond Fund
Rathbone UK Opportunities Fund
Rathbone UK Opportunities Fund
1. Quartile ranking data is sourced from FE Trustnet
1. Quartile ranking data is sourced from FE Trustnet
2020
2020
£bn
£bn
7.4
7.4
1.5
1.5
3.6
3.6
(2.1)
(2.1)
0.9
0.9
9.8
9.8
21.1%
21.1%
20.1%
20.1%
1 year
1 year
1 (2)
1 (2)
2 (1)
2 (1)
2 (2)
2 (2)
3 (2)
3 (2)
1 (1)
1 (1)
3 years
3 years
1 (1)
1 (1)
1 (1)
1 (1)
2 (2)
2 (2)
3 (2)
3 (2)
1 (2)
1 (2)
5 years
5 years
1 (1)
1 (1)
1 (1)
1 (1)
2 (3)
2 (3)
2 (2)
2 (2)
1 (2)
1 (2)
2. Excludes multi-asset funds (for which quartile rankings are prohibited by the Investment
2. Excludes multi-asset funds (for which quartile rankings are prohibited by the Investment
Association (IA)), High Quality Bond Fund, which has no relevant peer group against which to
Association (IA)), High Quality Bond Fund, which has no relevant peer group against which to
measure quartile performance, non-publicly marketed funds and segregated mandates
measure quartile performance, non-publicly marketed funds and segregated mandates
3. Ranking of institutional share classes at 31 December 2021 and 2020 against other funds in the
3. Ranking of institutional share classes at 31 December 2021 and 2020 against other funds in the
same IA sector, based on total return performance, net of fees (consistent with investment
same IA sector, based on total return performance, net of fees (consistent with investment
performance information reported in the funds’ monthly factsheets)
performance information reported in the funds’ monthly factsheets)
4. Funds included in the above table account for 64% of the total FUM of the funds business
4. Funds included in the above table account for 64% of the total FUM of the funds business
Table 16. Funds – financial performance
Table 16. Funds – financial performance
Net annual management charges
Net annual management charges
Net dealing profits
Net dealing profits
Interest and other income
Interest and other income
Operating income
Operating income
Underlying operating expenses1
Underlying operating expenses1
Underlying profit before tax
Underlying profit before tax
Operating % margin2
Operating % margin2
1. See table 17
1. See table 17
2. Underlying profit before tax divided by operating income
2. Underlying profit before tax divided by operating income
2021
2021
£m
£m
61.3
61.3
0.0
0.0
1.8
1.8
63.1
63.1
(40.7)
(40.7)
22.4
22.4
35.5%
35.5%
2020
2020
£m
£m
43.9
43.9
0.0
0.0
1.5
1.5
45.4
45.4
(32.3)
(32.3)
13.1
13.1
28.9%
28.9%
Table 17. Funds – underlying operating expenses
Table 17. Funds – underlying operating expenses
2021
2021
£m
£m
Staff costs
Staff costs
– Fixed
– Fixed
– Variable
– Variable
Total staff costs
Total staff costs
Other operating expenses
Other operating expenses
Underlying operating expenses
Underlying operating expenses
Underlying cost/income ratio1
Underlying cost/income ratio1
1. Underlying operating expenses as a percentage of operating income
1. Underlying operating expenses as a percentage of operating income
5.2
5.2
16.8
16.8
22.0
22.0
18.7
18.7
40.7
40.7
64.5%
64.5%
(see table 16)
(see table 16)
2020
2020
£m
£m
4.1
4.1
12.0
12.0
16.1
16.1
16.2
16.2
32.3
32.3
71.1%
71.1%
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Financial position
Financial position
Financial position
Financial position
Own funds
Own funds
Rathbones is classified as a banking group for
Rathbones is classified as a banking group for
regulatory capital purposes and is required
regulatory capital purposes and is required
to operate within the restrictions on capital
to operate within the restrictions on capital
resources and banking exposures prescribed
resources and banking exposures prescribed
by the Capital Requirements Regulation,
by the Capital Requirements Regulation,
as applied in the UK by the Prudential
as applied in the UK by the Prudential
Regulation Authority (PRA).
Regulation Authority (PRA).
At 31 December 2021, the group’s regulatory
At 31 December 2021, the group’s regulatory
own funds (including verified profits for the
own funds (including verified profits for the
year) were £305 million (2020: £304 million).
year) were £305 million (2020: £304 million).
Common Equity Tier 1 (CET1) own funds
Common Equity Tier 1 (CET1) own funds
decreased by £27.0 million during 2021
decreased by £27.0 million during 2021
to £266.2 million. This was primarily due
to £266.2 million. This was primarily due
to the acquisition of Saunderson House,
to the acquisition of Saunderson House,
partly offset by an increase in Tier 1 capital
partly offset by an increase in Tier 1 capital
following the placing of £50 million of fresh
following the placing of £50 million of fresh
share capital during the year. The CET1 ratio
share capital during the year. The CET1 ratio
was 18.7%, a decrease on the 23.5% reported
was 18.7%, a decrease on the 23.5% reported
at the previous year end.
at the previous year end.
The leverage ratio was 9.1% at 31 December
The leverage ratio was 9.1% at 31 December
2021, down from 9.2% at 31 December 2020
2021, down from 9.2% at 31 December 2020
The leverage ratio represents our Tier 1
The leverage ratio represents our Tier 1
capital as a percentage of our total assets,
capital as a percentage of our total assets,
excluding intangible assets, plus certain off
excluding intangible assets, plus certain off
balance sheet exposures. The reduction is in
balance sheet exposures. The reduction is in
line with the decrease in CET1 capital.
line with the decrease in CET1 capital.
The business is primarily funded by equity,
The business is primarily funded by equity,
but also supported by £40 million of ten-year
but also supported by £40 million of ten-year
Tier 2 subordinated loan notes, which were
Tier 2 subordinated loan notes, which were
issued in October 2021. The notes introduce
issued in October 2021. The notes introduce
a small amount of gearing into our balance
a small amount of gearing into our balance
sheet as a way of financing future growth in
sheet as a way of financing future growth in
a cost-effective and capital-efficient manner.
a cost-effective and capital-efficient manner.
They are repayable in October 2031, with a
They are repayable in October 2031, with a
call option for the issuer annually from 2026.
call option for the issuer annually from 2026.
Interest is payable at a fixed rate of 5.642%
Interest is payable at a fixed rate of 5.642%
(note 28).
(note 28).
Total equity was £623 million at 31 December
Total equity was £623 million at 31 December
2021, up 21.2% from £514 million at the end of
2021, up 21.2% from £514 million at the end of
2020, reflecting the share placing in the year.
2020, reflecting the share placing in the year.
Own funds and liquidity
Own funds and liquidity
requirements
requirements
As required under PRA rules, we perform
As required under PRA rules, we perform
an Internal Capital Adequacy Assessment
an Internal Capital Adequacy Assessment
Process (ICAAP) and Internal Liquidity
Process (ICAAP) and Internal Liquidity
Adequacy Assessment Process (ILAAP)
Adequacy Assessment Process (ILAAP)
annually, which include performing a range
annually, which include performing a range
of stress tests to determine the appropriate
of stress tests to determine the appropriate
level of regulatory capital and liquidity that
level of regulatory capital and liquidity that
we need to hold. In addition, we monitor a
we need to hold. In addition, we monitor a
wide range of capital and liquidity statistics
wide range of capital and liquidity statistics
on a daily, monthly or less frequent basis as
on a daily, monthly or less frequent basis as
required. Surplus capital levels are forecast
required. Surplus capital levels are forecast
on a monthly basis, taking account of
on a monthly basis, taking account of
proposed dividends and investment
proposed dividends and investment
requirements, to ensure that appropriate
requirements, to ensure that appropriate
buffers are maintained. Investment of
buffers are maintained. Investment of
proprietary funds is controlled by our
proprietary funds is controlled by our
treasury department.
treasury department.
We are required to hold capital to cover a
We are required to hold capital to cover a
range of own funds requirements.
range of own funds requirements.
Table 18. Group’s financial position
Table 18. Group’s financial position
Own funds:
Own funds:
– Common Equity Tier 1 ratio1
– Common Equity Tier 1 ratio1
– Total own funds ratio2
– Total own funds ratio2
– Total equity
– Total equity
– Tier 2 subordinated loan notes3
– Tier 2 subordinated loan notes3
– Total risk exposure amount
– Total risk exposure amount
– Leverage ratio4
– Leverage ratio4
Other resources:
Other resources:
– Total assets
– Total assets
– Treasury assets5
– Treasury assets5
– Investment Management loan book6
– Investment Management loan book6
– Intangible assets from
– Intangible assets from
acquired growth7
acquired growth7
– Tangible assets and software8
– Tangible assets and software8
– Liabilities:
– Liabilities:
– Due to customers9
– Due to customers9
– Net defined benefit pension
– Net defined benefit pension
2021
2021
£m
£m
(unless stated)
(unless stated)
2020
2020
£m
£m
(unless stated)
(unless stated)
18.7%
18.7%
21.4%
21.4%
288.8
288.8
39.9
39.9
1,424.5
1,424.5
9.1%
9.1%
3,271.8
3,271.8
2,458.5
2,458.5
168.0
168.0
195.5
195.5
28.0
28.0
23.5%
23.5%
24.3%
24.3%
513.8
513.8
19.8
19.8
1,247.8
1,247.8
9.2%
9.2%
3,370.6
3,370.6
2,721.1
2,721.1
158.0
158.0
218.0
218.0
28.0
28.0
2,333.0
2,333.0
2,561.8
2,561.8
asset/(liability)
asset/(liability)
Common Equity Tier 1 capital as a proportion of total risk exposure amount
1.
1.
Common Equity Tier 1 capital as a proportion of total risk exposure amount
2. Total own funds (see table 19) as a proportion of total risk exposure amount
2. Total own funds (see table 19) as a proportion of total risk exposure amount
3. Represents the carrying value of the Tier 2 loan notes (see note 28)
3. Represents the carrying value of the Tier 2 loan notes (see note 28)
4. Tier 1 capital as a percentage of total assets, excluding intangible assets, plus certain off
4. Tier 1 capital as a percentage of total assets, excluding intangible assets, plus certain off
12.3
12.3
(9.8)
(9.8)
balance sheet exposures
balance sheet exposures
5. Balances with central banks, loans and advances to banks and investment securities
5. Balances with central banks, loans and advances to banks and investment securities
6. See note 16 to the financial statements
6. See note 16 to the financial statements
7. Net book value of acquired client relationships and goodwill (note 22)
7. Net book value of acquired client relationships and goodwill (note 22)
8. Net book value of property, plant and equipment and computer software (notes 19 and 22)
8. Net book value of property, plant and equipment and computer software (notes 19 and 22)
9. Total amounts of cash in client portfolios held by Rathbone Investment Management as a bank
9. Total amounts of cash in client portfolios held by Rathbone Investment Management as a bank
(note 24)
(note 24)
42
42
42
Rathbones Group Plc Report and accounts 2021
Rathbones Group Plc Report and accounts 2021
Rathbones Group Plc Report and accounts 2021
Table 19. Regulatory own funds
Table 19. Regulatory own funds
2021
2021
£m
£m
294.1
294.1
365.8
365.8
2020
2020
£m
£m
218.0
218.0
342.6
342.6
Share capital and share premium
Share capital and share premium
Reserves
Reserves
Less:
Less:
Own shares
Own shares
Intangible assets1
Intangible assets1
Retirement benefit asset2
Retirement benefit asset2
Common Equity Tier 1 own funds
Common Equity Tier 1 own funds
Tier 2 own funds
Tier 2 own funds
Total own funds
Total own funds
1. Net book value of goodwill, client relationship intangibles and software is deducted
1. Net book value of goodwill, client relationship intangibles and software is deducted
(36.6)
(36.6)
(344.8)
(344.8)
(12.3)
(12.3)
266.2
266.2
38.5
38.5
304.7
304.7
(46.7)
(46.7)
(220.7)
(220.7)
0.0
0.0
293.2
293.2
10.7
10.7
303.9
303.9
directly from own funds, less any related deferred tax.
directly from own funds, less any related deferred tax.
2. The retirement benefit asset is deducted directly from own funds.
2. The retirement benefit asset is deducted directly from own funds.
Table 20. Group’s own funds requirements1
Table 20. Group’s own funds requirements1
Credit risk requirement
Credit risk requirement
Market risk requirement
Market risk requirement
Operational risk requirement
Operational risk requirement
Pillar 1 own funds requirement
Pillar 1 own funds requirement
Pillar 2A own funds requirement
Pillar 2A own funds requirement
Total Capital Requirement (‘TCR’)
Total Capital Requirement (‘TCR’)
Combined buffer:
Combined buffer:
– capital conservation buffer (CCB)
– capital conservation buffer (CCB)
– countercyclical capital buffer (CCyB)
– countercyclical capital buffer (CCyB)
Total Capital Requirement (‘TCR’)
Total Capital Requirement (‘TCR’)
2021
2021
£m
£m
50.9
50.9
0.8
0.8
62.3
62.3
114.0
114.0
40.1
40.1
154.1
154.1
35.6
35.6
–
–
2020
2020
£m
£m
46.9
46.9
0.6
0.6
52.4
52.4
99.9
99.9
40.0
40.0
139.9
139.9
31.1
31.1
0.1
0.1
and Combined buffer
and Combined buffer
171.1
171.1
1. Own funds requirements stated above include the impact of trading results and changes
1. Own funds requirements stated above include the impact of trading results and changes
to requirements and buffers that were known as at 31 December and which became
to requirements and buffers that were known as at 31 December and which became
effective prior to the publication of the preliminary results
effective prior to the publication of the preliminary results
189.7
189.7
Strategic report
Financial position
Financial position
Financial position
Financial position
Own funds
Own funds
Rathbones is classified as a banking group for
Rathbones is classified as a banking group for
regulatory capital purposes and is required
regulatory capital purposes and is required
to operate within the restrictions on capital
to operate within the restrictions on capital
resources and banking exposures prescribed
resources and banking exposures prescribed
by the Capital Requirements Regulation,
by the Capital Requirements Regulation,
as applied in the UK by the Prudential
as applied in the UK by the Prudential
Regulation Authority (PRA).
Regulation Authority (PRA).
At 31 December 2021, the group’s regulatory
At 31 December 2021, the group’s regulatory
own funds (including verified profits for the
own funds (including verified profits for the
year) were £305 million (2020: £304 million).
year) were £305 million (2020: £304 million).
Common Equity Tier 1 (CET1) own funds
Common Equity Tier 1 (CET1) own funds
decreased by £27.0 million during 2021
decreased by £27.0 million during 2021
to £266.2 million. This was primarily due
to £266.2 million. This was primarily due
to the acquisition of Saunderson House,
to the acquisition of Saunderson House,
partly offset by an increase in Tier 1 capital
partly offset by an increase in Tier 1 capital
following the placing of £50 million of fresh
following the placing of £50 million of fresh
share capital during the year. The CET1 ratio
share capital during the year. The CET1 ratio
was 18.7%, a decrease on the 23.5% reported
was 18.7%, a decrease on the 23.5% reported
at the previous year end.
at the previous year end.
The leverage ratio was 9.1% at 31 December
The leverage ratio was 9.1% at 31 December
2021, down from 9.2% at 31 December 2020
2021, down from 9.2% at 31 December 2020
The leverage ratio represents our Tier 1
The leverage ratio represents our Tier 1
capital as a percentage of our total assets,
capital as a percentage of our total assets,
excluding intangible assets, plus certain off
excluding intangible assets, plus certain off
balance sheet exposures. The reduction is in
balance sheet exposures. The reduction is in
line with the decrease in CET1 capital.
line with the decrease in CET1 capital.
The business is primarily funded by equity,
The business is primarily funded by equity,
but also supported by £40 million of ten-year
but also supported by £40 million of ten-year
Tier 2 subordinated loan notes, which were
Tier 2 subordinated loan notes, which were
issued in October 2021. The notes introduce
issued in October 2021. The notes introduce
a small amount of gearing into our balance
a small amount of gearing into our balance
sheet as a way of financing future growth in
sheet as a way of financing future growth in
a cost-effective and capital-efficient manner.
a cost-effective and capital-efficient manner.
They are repayable in October 2031, with a
They are repayable in October 2031, with a
call option for the issuer annually from 2026.
call option for the issuer annually from 2026.
Interest is payable at a fixed rate of 5.642%
Interest is payable at a fixed rate of 5.642%
(note 28).
(note 28).
Total equity was £623 million at 31 December
Total equity was £623 million at 31 December
2021, up 21.2% from £514 million at the end of
2021, up 21.2% from £514 million at the end of
2020, reflecting the share placing in the year.
2020, reflecting the share placing in the year.
Own funds and liquidity
Own funds and liquidity
requirements
requirements
As required under PRA rules, we perform
As required under PRA rules, we perform
an Internal Capital Adequacy Assessment
an Internal Capital Adequacy Assessment
Process (ICAAP) and Internal Liquidity
Process (ICAAP) and Internal Liquidity
Adequacy Assessment Process (ILAAP)
Adequacy Assessment Process (ILAAP)
annually, which include performing a range
annually, which include performing a range
of stress tests to determine the appropriate
of stress tests to determine the appropriate
level of regulatory capital and liquidity that
level of regulatory capital and liquidity that
we need to hold. In addition, we monitor a
we need to hold. In addition, we monitor a
wide range of capital and liquidity statistics
wide range of capital and liquidity statistics
on a daily, monthly or less frequent basis as
on a daily, monthly or less frequent basis as
required. Surplus capital levels are forecast
required. Surplus capital levels are forecast
on a monthly basis, taking account of
on a monthly basis, taking account of
proposed dividends and investment
proposed dividends and investment
requirements, to ensure that appropriate
requirements, to ensure that appropriate
buffers are maintained. Investment of
buffers are maintained. Investment of
proprietary funds is controlled by our
proprietary funds is controlled by our
treasury department.
treasury department.
We are required to hold capital to cover a
We are required to hold capital to cover a
range of own funds requirements.
range of own funds requirements.
Table 18. Group’s financial position
Table 18. Group’s financial position
Table 19. Regulatory own funds
Table 19. Regulatory own funds
Own funds:
Own funds:
– Common Equity Tier 1 ratio1
– Common Equity Tier 1 ratio1
– Total own funds ratio2
– Total own funds ratio2
– Total equity
– Total equity
– Tier 2 subordinated loan notes3
– Tier 2 subordinated loan notes3
– Total risk exposure amount
– Total risk exposure amount
– Leverage ratio4
– Leverage ratio4
Other resources:
Other resources:
– Total assets
– Total assets
– Treasury assets5
– Treasury assets5
– Investment Management loan book6
– Investment Management loan book6
– Intangible assets from
– Intangible assets from
acquired growth7
acquired growth7
– Tangible assets and software8
– Tangible assets and software8
– Liabilities:
– Liabilities:
– Due to customers9
– Due to customers9
– Net defined benefit pension
– Net defined benefit pension
asset/(liability)
asset/(liability)
2021
2021
£m
£m
2020
2020
£m
(unless stated)
(unless stated)
(unless stated)
(unless stated)
£m
18.7%
18.7%
21.4%
21.4%
288.8
288.8
39.9
39.9
1,424.5
1,424.5
9.1%
9.1%
3,271.8
3,271.8
2,458.5
2,458.5
168.0
168.0
195.5
195.5
28.0
28.0
23.5%
23.5%
24.3%
24.3%
513.8
513.8
19.8
19.8
1,247.8
1,247.8
9.2%
9.2%
3,370.6
3,370.6
2,721.1
2,721.1
158.0
158.0
218.0
218.0
28.0
28.0
2,333.0
2,333.0
2,561.8
2,561.8
12.3
12.3
(9.8)
(9.8)
1.
1.
Common Equity Tier 1 capital as a proportion of total risk exposure amount
Common Equity Tier 1 capital as a proportion of total risk exposure amount
2. Total own funds (see table 19) as a proportion of total risk exposure amount
2. Total own funds (see table 19) as a proportion of total risk exposure amount
3. Represents the carrying value of the Tier 2 loan notes (see note 28)
3. Represents the carrying value of the Tier 2 loan notes (see note 28)
4. Tier 1 capital as a percentage of total assets, excluding intangible assets, plus certain off
4. Tier 1 capital as a percentage of total assets, excluding intangible assets, plus certain off
balance sheet exposures
balance sheet exposures
5. Balances with central banks, loans and advances to banks and investment securities
5. Balances with central banks, loans and advances to banks and investment securities
6. See note 16 to the financial statements
6. See note 16 to the financial statements
7. Net book value of acquired client relationships and goodwill (note 22)
7. Net book value of acquired client relationships and goodwill (note 22)
8. Net book value of property, plant and equipment and computer software (notes 19 and 22)
8. Net book value of property, plant and equipment and computer software (notes 19 and 22)
9. Total amounts of cash in client portfolios held by Rathbone Investment Management as a bank
9. Total amounts of cash in client portfolios held by Rathbone Investment Management as a bank
(note 24)
(note 24)
Share capital and share premium
Share capital and share premium
Reserves
Reserves
Less:
Less:
Own shares
Own shares
Intangible assets1
Intangible assets1
Retirement benefit asset2
Retirement benefit asset2
Common Equity Tier 1 own funds
Common Equity Tier 1 own funds
Tier 2 own funds
Tier 2 own funds
Total own funds
Total own funds
1. Net book value of goodwill, client relationship intangibles and software is deducted
1. Net book value of goodwill, client relationship intangibles and software is deducted
directly from own funds, less any related deferred tax.
directly from own funds, less any related deferred tax.
2. The retirement benefit asset is deducted directly from own funds.
2. The retirement benefit asset is deducted directly from own funds.
Table 20. Group’s own funds requirements1
Table 20. Group’s own funds requirements1
Credit risk requirement
Credit risk requirement
Market risk requirement
Market risk requirement
Operational risk requirement
Operational risk requirement
Pillar 1 own funds requirement
Pillar 1 own funds requirement
Pillar 2A own funds requirement
Pillar 2A own funds requirement
Total Capital Requirement (‘TCR’)
Total Capital Requirement (‘TCR’)
Combined buffer:
Combined buffer:
– capital conservation buffer (CCB)
– capital conservation buffer (CCB)
– countercyclical capital buffer (CCyB)
– countercyclical capital buffer (CCyB)
Total Capital Requirement (‘TCR’)
Total Capital Requirement (‘TCR’)
and Combined buffer
and Combined buffer
1. Own funds requirements stated above include the impact of trading results and changes
1. Own funds requirements stated above include the impact of trading results and changes
to requirements and buffers that were known as at 31 December and which became
to requirements and buffers that were known as at 31 December and which became
effective prior to the publication of the preliminary results
effective prior to the publication of the preliminary results
2021
2021
£m
£m
294.1
294.1
365.8
365.8
(36.6)
(36.6)
(344.8)
(344.8)
(12.3)
(12.3)
266.2
266.2
38.5
38.5
304.7
304.7
2021
2021
£m
£m
50.9
50.9
0.8
0.8
62.3
62.3
114.0
114.0
40.1
40.1
154.1
154.1
35.6
35.6
–
–
189.7
189.7
2020
2020
£m
£m
218.0
218.0
342.6
342.6
(46.7)
(46.7)
(220.7)
(220.7)
0.0
0.0
293.2
293.2
10.7
10.7
303.9
303.9
2020
2020
£m
£m
46.9
46.9
0.6
0.6
52.4
52.4
99.9
99.9
40.0
40.0
139.9
139.9
31.1
31.1
0.1
0.1
171.1
171.1
Pillar 1 – minimum requirement
for capital
Pillar 1 focuses on the determination of a
total risk exposure amount (also known as
‘risk-weighted assets’) and expected losses
in respect of the group’s exposure to credit,
counterparty credit, market and operational
risks, and sets a minimum requirement
for capital.
At 31 December 2021, the group’s total risk
exposure amount was £1,425 million (2020:
£1,248 million).
Pillar 2 – supervisory review process
Pillar 2 supplements the Pillar 1 minimum
requirement with firm-specific Pillar 2A
requirements and a framework of regulatory
capital buffers.
The Pillar 2A own funds requirement
(which is set by the PRA and the calculation
of which remains confidential with the PRA)
reflects those risks, specific to the firm, which
are not fully captured under the Pillar 1 own
funds requirement.
Pension obligation risk
The potential for additional unplanned
capital strain or costs that the group
would incur in the event of a significant
deterioration in the funding position of the
group’s defined benefit pension schemes.
Interest rate risk in the banking book
The potential losses in the non-trading
book resulting from interest rate changes
or widening of the spread between Bank
of England base rates and SONIA.
Concentration risk
Greater loss volatility arising from a higher
level of loan default correlation than is
assumed by the Pillar 1 assessment.
The group is also required to maintain a
number of regulatory capital buffers, all of
which must be met with CET1 capital.
Capital conservation buffer (CCB)
The CCB is a general buffer, designed to
provide for losses in the event of a stress,
and represents 2.5% of the group’s total risk
exposure amount as at 31 December 2021.
Countercyclical capital buffer (CCyB)
The CCyB is designed to act as an incentive
for banks to constrain credit growth in times
of heightened systemic risk. The amount
of the buffer is determined by reference to
rates set by the FPC (for UK exposures) and
other jurisdictions for our exposures to their
locations from time to time, depending on
prevailing market conditions, for individual
countries where the group has credit
risk exposures.
The buffer rate is currently set at 0% for the
UK. The group also has some small, relevant
credit exposures in other jurisdictions,
resulting in a weighted buffer rate of 0%
of the group’s total risk exposure amount as
at 31 December 2021. An increased UK rate
of 1% will come into effect from December
2022, which has been built into our forecasts.
The surplus of own funds (including verified
profits for the full year) over Total Capital
Requirement and Combined buffer was
£115 million, down from £133 million at
the end of 2020, owing to additional
deductions in the year for the Saunderson
House intangibles and retirement
benefit asset.
Pillar 2B PRA buffer
The PRA also determines whether any
incremental firm-specific buffer is required.
The PRA requires any such buffer to remain
confidential between the group and the PRA.
In managing the group’s regulatory capital
position over the next few years, we will
continue to be mindful of:
— future volatility in pension scheme
valuations which affect both the level of
CET1 own funds and the value of the Pillar
2A requirement for pension risk; and
— regulatory developments;
— the demands of future acquisitions which
generate intangible assets and, therefore,
directly reduce CET1 resources; and
— expected additional increases in the UK
countercyclical capital buffer rate.
We keep these issues under constant review
to ensure that any necessary capital-raising
activities are carried out in a planned and
controlled manner.
The group’s Pillar 3 disclosures are
published annually on our website
(rathbones.com/investor-relations/
results-and-presentations) and provide
further details about regulatory capital
resources and requirements.
Total assets
Total assets at 31 December 2021 were
£3.3 billion (2020: £3.4 billion), of which
£2.3 billion (2020: £2.6 billion) represents
the investment in the money markets of the
cash element of client portfolios that is held
as a banking deposit.
Treasury assets
As a licensed deposit taker, Rathbone
Investment Management holds our
surplus liquidity on its balance sheet
together with clients’ cash. Cash in client
portfolios as held on a banking basis of
£2.3 billion (2020: £2.6 billion) represented
4.2% of total Investment Management funds
under management and administration
at 31 December 2021, compared to 5.7%
at the end of 2020. Cash held in client
money accounts was £13.9 million (2020:
£5.5 million).
The treasury department of Rathbone
Investment Management, reporting
through the banking committee to the board,
operates in accordance with procedures set
out in a board-approved treasury manual
and monitors exposure to market, credit and
liquidity risk as described in note 33 to the
financial statements. It invests in a range of
securities issued by a relatively large number
of counterparties. These counterparties must be
single-‘A’-rated or higher by Fitch at the time
of investment and are regularly reviewed by
the banking committee.
During the year, the share of treasury
assets held with the Bank of England
reduced to £1.5 billion from £1.8 billion at
31 December 2020. Client balances fell at the
beginning of the year and started to recover
from August as settlement activity reduced.
42
42
Rathbones Group Plc Report and accounts 2021
Rathbones Group Plc Report and accounts 2021
rathbones.com
rathbones.com
43
43
Financial position continued
Loans to clients
Loans are provided as a service to
Investment Management clients who have
short- to medium-term cash requirements.
Such loans are normally made on a fully
secured basis against portfolios held in our
nominee name, requiring two times cover,
and are usually advanced for five years
(see note 16 to the financial statements). In
addition, charges may be taken on property
held by the client to meet security
cover requirements.
Our ability to provide such loans is a valuable
additional service, for example, to clients
who require bridging finance when buying
and selling their homes.
Loans advanced to clients increased
to £168 million at end of 2021 (2020:
£158 million) as clients’ demand for
bridging finance increased in favour of
drawing down from investment portfolios
at a time of market volatility.
Intangible assets
Intangible assets arise principally
from acquired growth in funds under
management and administration and
are categorised as goodwill and client
relationships. Intangible assets reported on
the balance sheet also include purchased
and developed software.
At 31 December 2021, the total carrying
value of intangible assets arising from
acquired growth was £361.3 million
(2020: £218.0 million). During the year,
client relationship intangible assets of
£88.0 million were capitalised (2020:
£11.0 million), including £79.4 million
in relation to Saunderson House (2020:
£6.9 million in relation to the Personal Injury
and Court of Protection business of Barclays).
Goodwill of £70.8 million was acquired
during the year in relation to the Saunderson
House acquisition (2020: £6.5 million in
relation to the Personal Injury and Court
of Protection business of Barclays).
Client relationship intangibles are
amortised over the estimated life of the
client relationship, generally a period of 10
to 15 years. When client relationships are lost,
any related intangible asset is derecognised
in the year. The total amortisation charge
for client relationships in 2021, including
the impact of any lost relationships, was
£13.9 million (2020: £12.4 million).
Goodwill, which arises from business
combinations, is not amortised but is subject
to a test for impairment at least annually. No
goodwill was identified as impaired during
the year. Further detail is provided in note 24
to the financial statements.
Capital expenditure
Capex spend of £8.8 million in 2021 is down
£2.9 million on 2020. Capital expenditure on
regulatory driven projects and our premises
fell by £1.2 million in the year as certain
projects came to an end.
Capex spend on the development of our
systems fell by £1.7 million to £8.1 million
in the year. The proportion of spend on
the development of our systems that is
capitalised has reduced in line with the
increasing adoption of cloud-based, strategic
technology solutions. The costs of cloud-
based solutions are largely charged to profit
or loss, with a consequent reduction in the
level of depreciation cost in future years.
We expect property expenditure to increase
in 2022 as we continue to develop our hybrid
working capability and relocate our premises
in Edinburgh following the conclusion of the
current lease.
Defined benefit pension schemes
We operate two defined benefit pension
schemes, both of which have been closed to
new members for several years. With effect
from 30 June 2017, we closed both schemes,
ceasing all future benefit accrual and
breaking the link to salary.
At 31 December 2021 the combined schemes’
liabilities, measured on an accounting basis,
had increased to £155.6 million, down 5.9%
from £165.4 million at the end of 2020,
primarily reflecting the increase in interest
rates used to discount the liabilities during
the year, and an increase in the assumed
future rate of inflation. The reported position
of the schemes as at 31 December 2021 was
a surplus of £12.3 million (2020: deficit of
£9.8 million).
Triennial funding valuations form the basis
of the annual contributions that we make
into the schemes. Funding valuations of
the schemes as at 31 December 2019 were
completed during the prior year. Having
reviewed the long-term plan for the
schemes, we agreed with the trustees a
target to fund the schemes to a self-sufficient
basis over the medium term. This targets a
level of assets in the scheme sufficient to
fund future cash flows from interest and
maturities of the scheme assets, reducing
the reliance on equity returns to meet
the schemes’ requirements. This will
significantly reduce the volatility of the
schemes and the future burden on the
group. Reflecting this, we agreed a schedule
of contributions totalling £25 million over
the next six years. This schedule will be
reviewed at the next triennial valuations,
as at 31 December 2022.
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44
Rathbones Group Plc Report and accounts 2021
Rathbones Group Plc Report and accounts 2021
Strategic report
Loans to clients
Client relationship intangibles are
Defined benefit pension schemes
Financial position continued
Loans are provided as a service to
Investment Management clients who have
short- to medium-term cash requirements.
Such loans are normally made on a fully
secured basis against portfolios held in our
nominee name, requiring two times cover,
and are usually advanced for five years
(see note 16 to the financial statements). In
addition, charges may be taken on property
held by the client to meet security
cover requirements.
Our ability to provide such loans is a valuable
additional service, for example, to clients
who require bridging finance when buying
and selling their homes.
Loans advanced to clients increased
to £168 million at end of 2021 (2020:
£158 million) as clients’ demand for
at a time of market volatility.
Intangible assets
Intangible assets arise principally
from acquired growth in funds under
management and administration and
are categorised as goodwill and client
relationships. Intangible assets reported on
the balance sheet also include purchased
and developed software.
At 31 December 2021, the total carrying
value of intangible assets arising from
acquired growth was £361.3 million
(2020: £218.0 million). During the year,
client relationship intangible assets of
£88.0 million were capitalised (2020:
£11.0 million), including £79.4 million
in relation to Saunderson House (2020:
£6.9 million in relation to the Personal Injury
and Court of Protection business of Barclays).
Goodwill of £70.8 million was acquired
during the year in relation to the Saunderson
House acquisition (2020: £6.5 million in
relation to the Personal Injury and Court
of Protection business of Barclays).
bridging finance increased in favour of
fell by £1.2 million in the year as certain
of the annual contributions that we make
regulatory driven projects and our premises
Triennial funding valuations form the basis
drawing down from investment portfolios
projects came to an end.
amortised over the estimated life of the
client relationship, generally a period of 10
to 15 years. When client relationships are lost,
any related intangible asset is derecognised
in the year. The total amortisation charge
for client relationships in 2021, including
the impact of any lost relationships, was
£13.9 million (2020: £12.4 million).
Goodwill, which arises from business
combinations, is not amortised but is subject
to a test for impairment at least annually. No
goodwill was identified as impaired during
the year. Further detail is provided in note 24
to the financial statements.
Capital expenditure
We operate two defined benefit pension
schemes, both of which have been closed to
new members for several years. With effect
from 30 June 2017, we closed both schemes,
ceasing all future benefit accrual and
breaking the link to salary.
At 31 December 2021 the combined schemes’
liabilities, measured on an accounting basis,
had increased to £155.6 million, down 5.9%
from £165.4 million at the end of 2020,
primarily reflecting the increase in interest
rates used to discount the liabilities during
the year, and an increase in the assumed
future rate of inflation. The reported position
of the schemes as at 31 December 2021 was
a surplus of £12.3 million (2020: deficit of
Capex spend of £8.8 million in 2021 is down
£2.9 million on 2020. Capital expenditure on
£9.8 million).
Capex spend on the development of our
systems fell by £1.7 million to £8.1 million
in the year. The proportion of spend on
the development of our systems that is
capitalised has reduced in line with the
increasing adoption of cloud-based, strategic
technology solutions. The costs of cloud-
based solutions are largely charged to profit
or loss, with a consequent reduction in the
level of depreciation cost in future years.
into the schemes. Funding valuations of
the schemes as at 31 December 2019 were
completed during the prior year. Having
reviewed the long-term plan for the
schemes, we agreed with the trustees a
target to fund the schemes to a self-sufficient
basis over the medium term. This targets a
level of assets in the scheme sufficient to
fund future cash flows from interest and
maturities of the scheme assets, reducing
the reliance on equity returns to meet
the schemes’ requirements. This will
We expect property expenditure to increase
significantly reduce the volatility of the
in 2022 as we continue to develop our hybrid
schemes and the future burden on the
working capability and relocate our premises
group. Reflecting this, we agreed a schedule
in Edinburgh following the conclusion of the
of contributions totalling £25 million over
current lease.
the next six years. This schedule will be
reviewed at the next triennial valuations,
as at 31 December 2022.
Liquidity and cash flow
Fees and commissions are largely
collected directly from client portfolios
and a significant proportion of expenses are
predictable. Consequently, we operate with
a modest amount of working capital. Larger
cash flows are principally generated from
banking and treasury operations when
investment managers make asset allocation
decisions about the amount of cash to be
held in client portfolios.
As a bank, we are subject to the PRA’s ILAAP
regime, which requires us to hold a suitable
Liquid Assets Buffer to ensure that short-
term liquidity requirements can be met
under certain stressed scenarios. Liquidity
risks are actively managed on a daily basis
and depend on operational and investment
transaction activity.
Cash and balances at central banks was
£1.5 billion at 31 December 2021 (2020:
£1.8 billion).
Cash and cash equivalents, as defined
by accounting standards, includes
cash, money market funds and banking
deposits, which had an original maturity of
less than three months (see note 33 to the
financial statements). Consequently, cash
flows, as reported in the financial statements,
include the impact of capital flows in
treasury assets.
Net cash flows from operating activities
reflect a £227.4 million decrease in banking
client deposits (2020: £106.0 million
decrease), as a result of asset allocation
decisions to reduce the proportion of funds
under management and administration held
as cash in clients’ portfolios, reflecting market
conditions at the year end.
Cash flows from investing activities also
included a net outflow of £110.6 million from
the purchase of certificates of deposit (2020:
net outflow of £53.1 million), as we reduced
the proportion of treasury assets held with
the Bank of England.
The most significant non-operating cash
flows during the year were as follows:
— outflows relating to the payment of
dividends of £44.0 million (2020:
£37.8 million);
— payments made (net of cash acquired)
in business combinations of £79.7 million
(2020: £12.0 million);
— net proceeds from the repayment and
issuance of subordinated loan notes of
£19.8 million (2020: £nil);
— outflows relating to payments to acquire
intangible assets (other than as part of
a business combination) of £10.7 million
(2020: £9.5 million); and
— £2.0 million of capital expenditure (other
than as part of a business combination)
on tangible property, plant and equipment
(2020: £3.8 million).
Table 21. Extracts from the consolidated statement of cash flows
Cash and cash equivalents at the end of the year
Net cash inflows from operating activities
Net change in cash and cash equivalents
2021
£m
1,653.6
(214.2)
(403.1)
2020
£m
2,056.7
32.0
(91.3)
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Rathbones Group Plc Report and accounts 2021
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45
Risk management and control
Risk management and control
We have a well-established approach to
risk management, which has continued
to evolve in response to the firm’s growth
and external developments. Our risk
governance, processes and infrastructure
are designed to ensure that appropriate
risk management is applied to existing and
emerging challenges to the firm’s day-to-
day activities and strategic objectives. Our
priority for 2022 is to continue managing
risk effectively in accordance with our risk
appetite, to support the long-term future of
the firm.
Managing risk
The board is ultimately accountable for risk
management across the group. It regularly
assesses the most significant risks and
emerging threats to the group’s strategy.
Oversight of risk management activities
is also undertaken through the group risk
and audit committees.
Our risk management approach and
governance framework support the
chief executive and executive committee
members with their risk management
responsibilities, underpinned by the
executive risk and banking committees.
Day-to-day responsibility for managing
risk is delegated to the chief executive
and executive committee members.
Risk culture
The risk culture embedded across
the group continues to enhance the
effectiveness of risk management
and decision-making. The board sets a
constructive tone in support of a strong
risk culture and, supported by our
executive and senior management team,
encourages appropriate behaviours and
collaboration on risk management across
the group. Risk management is therefore
an integral part of everyone’s day-to-day
responsibilities and activities; it is linked to
performance and development, as well as
to the group’s remuneration and reward
schemes. We aim to create an open
and transparent working environment,
encouraging employees to engage
positively in risk management in
support of the achievement of our
strategic objectives.
Risk appetite
The board, group risk committee and
executive committee regularly review
and, at least annually, formally approve
the group’s risk appetite statement,
ensuring it remains consistent with
our strategy and objectives. We define
risk appetite as the amount and type
of risk the board is prepared to take
or accept in pursuit of our long-term
strategic objectives.
Our appetite framework is aligned with
the group’s overall prudential requirements
for strategic, financial and non-financial
(conduct and operational) risk. Specific
appetite statements are set and measures
established for each principal risk. The risk
appetite framework is used to support
strategic decision making, as well as
providing a mechanism to monitor
risk exposure.
The position against our risk appetite
measures is assessed and reported on a
regular basis to the executive committee,
group risk committee and the board, so
that risk mitigation can be reviewed and
strengthened if needed.
In line with our strategy, the current
economic outlook and the evolving
regulatory landscape within the sector,
the board remains committed to having a
relatively low overall appetite for risk and
ensuring that our internal controls mitigate
risk to appropriate levels. The board
recognises our performance is susceptible
to fluctuations in investment markets
and has the potential to bear losses from
financial and non-financial risks from time
to time, either as reductions in income or
increases in operating costs.
Risk categories
Risk appetite statement
Example of measures
Business and strategic risk
Financial risk
Non-financial risk
(conduct and operational)
The board expects business and strategic risks to be understood
and managed to limit the impact on delivering sustainable
growth and change initiatives required to meet longer term
client, stakeholder, and societal expectations.
The board requires financial risks to be actively monitored and
prudently managed to protect company assets, maintain liquidity
and regulatory own funds, limit credit and market risk exposures,
and respond to our pension obligations.
The board accepts that non-financial risks and losses can arise
from failures in processes, people, systems or external events
however expects appropriate conduct and behaviours to
minimise the impact on clients, stakeholders and our reputation.
— Underlying dividend cover
— Net zero and diversity targets
— Prudential ratios (e.g. CET
Tier 1, Total Capital)
— Significant operational loss
— Pass rate of assurance checks
46
Rathbones Group Plc Report and accounts 2021
Strategic report Three lines of defence
We operate a three lines of defence model
across the group to support governance
and risk management:
First line
Senior management, business operations
and support functions are responsible
for managing risks, by developing and
maintaining effective internal controls
to mitigate risk in line with risk appetite.
Second line
Risk, compliance and anti-money
laundering functions maintain a level of
independence from the first line and are
responsible for providing oversight of
and challenge to the first line’s day-to-day
risk management, including monitoring
and reporting of risks to both senior
management and governing bodies.
Third line
Our internal audit function is responsible
for providing independent assurance to
senior management, the board and audit
committee on the effectiveness of the
group’s governance, risk management
and internal controls.
Throughout the group, everyone has
responsibility for managing risk and adhering
to our control framework in line with their
roles and our conduct expectations.
Identification of risks
Our risks are classified hierarchically in a
three-level register, to reflect our current
and anticipated future risk profile. Our
highest level of risk (Level 1) comprises
business and strategic, financial, conduct
and operational risks. We continue to
separate conduct and operational risk,
rather than combine them into a non-
financial risk category, to ensure that
both elements receive appropriate focus.
Our next level (Level 2) contains 20 risk
categories, which are each allocated to
a Level 1 risk. Detailed risks (Level 3) are
identified as sub-sets of Level 2 risks.
There are 52 Level 3 risks in our register.
We recognise that some Level 2 and
Level 3 risks have features which need to
be considered under more than one Level 1
risk, which is facilitated through a process
of primary and secondary considerations.
The risks in the register are reviewed
with risk owners, senior management,
and business units leaders to identify the
principal risks which have the potential
to impact future performance and the
delivery of our strategic objectives and
business priorities. All risks in the register
are monitored through top down and
bottom up reviews which consider
the potential impact, existing internal
controls and management actions
required to mitigate the impact and
likelihood of emerging issues and
potential future events.
Risk assessment process
The board, executive and senior
management are actively involved
in a continuous risk assessment
process as part of our risk management
framework, supported by the Internal
Capital Adequacy Assessment Process
(ICAAP) and Internal Liquidity Adequacy
Assessment Process (ILAAP) work, which
assesses the principal risks facing the group.
Our process considers both the impact
and likelihood of risks materialising
which could affect the delivery of strategic
objectives and annual business plans and
ensures that our assessment of Level 2
risk categories and detailed Level 3 risks
is challenged and reviewed on a regular
basis. The board, executive committee and
executive risk committee receive regular
reports and information from senior
management, operational business
units, risk oversight functions and other
committees to support this assessment.
We have a consistent approach to
identifying and assessing our Level 3 risks.
We consider risk on both an inherent and
residual basis over a three-year period
against a number of different impact
criteria, including financial, client,
operations, reputation, strategy and
regulation indicators. A residual risk
exposure and overall risk profile rating
of high, medium, low or very low is then
derived for the three-year period, which
includes consideration of the internal
control environment and/or insurance
mitigation. The assessment of our control
environment includes contributions from
first, second and third line colleagues, data,
and monitoring and assurance activity.
We maintain a watch list as part of our
approach to identify and evaluate any
current, emerging or future issues, threats,
business developments and regulatory
or legislative changes, which could have
the potential to impact the firm’s current
or longer term risk profile. Any material
changes may require active risk
management, usually through process
changes or systems development.
Stress tests are also undertaken to include
consideration of the impact of a number
of severe but plausible events that could
impact the business. This work takes
account of the availability and likely
effectiveness of mitigating actions that
could be taken to avoid or reduce the
impact or likelihood of the underlying
risks materialising.
The group’s risk profile, risk register, watch
list and stress tests are regularly reviewed
and challenged by the executive, senior
management, group risk committee
and the board.
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47
Risk management and control continued
Three lines of defence
Overview
External independent assurance
Third line: Internal independent assurance
Second line: Oversight and challenge functions
First line: Business operations and support
Executive risk
committee
Executive
committee
Audit and group
risk committee
Profile and mitigation of
principal risks
The group’s underlying risk profile has
improved over the last 12 months, despite
another year of mostly remote working.
Although the risk ratings for many Level 2
risks are unchanged , there have been
improvements in the management of some
principal risks as opportunities were taken
to invest further in people, processes and
technology to improve risk mitigation,
including against cyber threats. We have
remained focused on service to clients, the
reliability of business operations and the
wellbeing of our colleagues and we believe
this approach has been effective.
Based upon our risk assessment processes,
the board believes that the principal risks
and uncertainties facing the group which
could impact the delivery of our strategic
objectives have been identified below.
These risks reflect our strategic initiatives
and change programme, changes to
the group’s business model following
the acquisition of Saunderson House,
environmental and societal challenges,
the cyber threat landscape, operational
resilience in relation to our suppliers,
and the political environment. The board
remains vigilant to potential risks that
could arise from the longer-term impact
of COVID-19 on our business and suppliers,
society and the economy, and also to
regulatory risks that, in turn, may arise
from the continuing development of law,
regulation and standards in our sector.
Further information about the principal
risks is set out below. We include the
potential impacts (I) the firm might face
and our assessment of the likelihood (L)
of each principal risk crystallising. These
assessments take into account the controls
in place to mitigate the risks. However, as is
always the case, should a risk materialise, a
range of outcomes (both in scale and type)
might be experienced. This is particularly
relevant for firms such as ours where the
outcome of a risk event can be influenced
by market conditions as well as internal
control factors.
We use ratings of high, medium, low
and very low in our risk assessment.
We perceive as high-risk items those
which have the potential to impact the
delivery of strategic objectives, with
medium-, low- and very low-rated items
having proportionately less impact on the
group. Likelihood is similarly based on a
qualitative assessment.
48
Rathbones Group Plc Report and accounts 2021
Strategic report Key principal risk profile trends
Risk
Change
Sustainability
Suitability
Information security
and cyber
People
Third-party supplier
Description
Risk trend in 2021
In 2021, we have remained agile and adapted to the continuing effects of COVID-19,
while delivering growth opportunities through the Saunderson House acquisition and
digital enhancements for clients.
We continue to monitor external market conditions, including environmental and
social factors, which could adversely affect sustainable growth, market share or
profitability. We broadened the risk appetite measures for this risk for 2021, which
now include diversity and our climate risk indicators.
We continue to refine our processes and improve investment risk oversight, focusing
on both client suitability and portfolio construction. Further technology enhancements
are expected in 2022.
We have continued to invest in improving our security posture, including staff
awareness, preparedness and technology developments to ensure we progress and are
prepared for the evolving threat landscape.
People risk fluctuated during 2021 as a result of the pandemic, with turnover increasing
against last year and labour market challenges impacting some areas. Management
action has been taken to address the concerns raised by our colleagues. Our new
employee survey tool is well established and employee engagement is positive.
This was a key area of focus in 2021, with framework improvements and increased
supplier oversight introduced. Together with our suppliers, we have improved the
management of risks associated with their activities, including potential service
disruption and other client impacts. Work will continue in 2022, in line with our
change agenda.
Principal risks
The most significant risks which could impact the delivery of our strategy and annual business plans are detailed below. The potential
impacts (I) the firm might face and our assessment of the likelihood (L) of each principal risk crystallising are included in the table. Some
of these risks increased in 2021, although they have since stabilised.
Risk owner(s)
Level 2 risk
How the risk arises
I
L
Control environment
Residual rating
Group Chief
Financial
Officer
Group Chief
Financial
Officer
Credit
The risk that one or more
counterparties fail to fulfil
contractual obligations,
including stock settlement
This risk can arise from
placing funds with other
banks and holding interest-
bearing securities. There is
also a limited level of
lending to clients
Pension
The risk that the cost of
funding our defined benefit
pension schemes increases,
or their valuation affects
dividends, reserves and
regulatory own funds
This risk can arise through
a sustained deficit between
the schemes’ assets and
liabilities. A number of
factors impact a deficit,
including increased life
expectancy, falling interest
rates and falling asset values
— Banking committee and senior
management oversight
— Counterparty limits and credit reviews
— Treasury policy and procedures
— Client lending policy and procedures
— Active monitoring of exposures
— Annual ICAAP
— Board, senior management and trustee
oversight
— Monthly valuation estimates
— Triennial independent actuarial
valuations
— Investment policy
— Senior management review and defined
management actions
— Annual ICAAP
Very High
High
Medium
Low
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49
Risk management and control continued
Risk owner(s)
Level 2 risk
How the risk arises
I
L
Control environment
Residual rating
Chief Operating
Officer
Change
The risk that the change
portfolio does not support
delivery of the group’s
strategy
This risk can arise if the
business is too aggressive
and unstructured in its
change programme to
manage project risks, or
fails to make available the
capacity and capabilities to
deliver business benefits
Group Chief
Executive
Officer
Sustainability
The risk that the business
model does not respond
in an optimal manner to
changing market conditions,
including environmental
and social factors, such that
sustainable growth, market
share or profitability is
adversely affected
This risk can arise from
strategic decisions which
fail to consider the current
operating environment, our
stakeholders’ expectations,
or can be influenced by
external factors such
as environmental and
social factors
Group Chief
Executive
Officer and
Chief Risk
Officer
This risk can arise from
failures by the business
to comply with existing
regulation or failure
to identify and react
to regulatory change
Regulatory compliance
and legal
The risk of failure by the
group or a subsidiary to
fulfil its regulatory or legal
requirements and comply
with the introduction of
new or updated regulations
and laws
— Executive and board oversight of material
change programmes
— Transformation Office Programme
Board oversight and delivery-focused
operating model
— Differentiated governance approach
to strategic change programmes and
business projects
— Dedicated change delivery function
and use of internal and, where required,
external subject matter experts
— Two-stage assessment, challenge and
approval of project plans
— Documented project and change
procedures
— Board, executive and responsible
business committee oversight
— A documented strategy, including
responsible investment policy
— Monitoring of strategic risks
— Annual business targets, subject to
regular review and challenge
— Regular reviews of pricing structure
— Continued investment in the investment
process, service standards and marketing
— Trade body participation
— Regular competitor benchmarking
and analysis
— Monitoring of strategic risks
— Commitment to diversity and
inclusion themes
— Board and executive oversight
— Management oversight and active
involvement with industry bodies
— Compliance monitoring programme
to examine the control of key
regulatory risks
— Separate anti-money laundering
function with specific responsibility
— Oversight of industry and regulatory
developments
— Documented policies and procedures
— Staff training and development
50
Rathbones Group Plc Report and accounts 2021
Strategic report Risk owner(s)
Level 2 risk
How the risk arises
I
L
Control environment
Residual rating
Managing
Director
Rathbone
Investment
Management
Suitability
The risk of an unsuitable
client outcome either
through service,
investment mandate,
investment decisions
taken, investment
recommendations
made or portfolio or
fund construction
This risk can arise through
failure to appropriately
understand the wealth
management needs of
our clients, or failure to
apply suitable advice or
investment strategies
Chief Operating
Officer
Information security
and cyber
The risk of inappropriate
access to, manipulation,
or disclosure of, client
or company-sensitive
information
Chief People
Officer
Chief Operating
Officer and
Chief Executive
Officer,
Rathbone
Unit Trust
Management
People
The risk of loss of key staff,
lack of skilled resources or
inappropriate behaviour or
actions. This could lead to
lack of capacity or capability
threatening the delivery
of business objectives, or
to behaviour leading to
complaints, litigation or
regulatory action
Third-party supplier
The risk of one or more
third party suppliers
failing to provide or
perform authorised and/or
outsourced services to
standards expected by the
group, impacting the ability
to deliver core services. This
includes intra-group
outsourcing activity
This risk can arise from the
firm failing to maintain and
keep secure sensitive and
confidential data through
its operating infrastructure,
including the activities of
employees, and through
the management of
cyber threats
This risk can arise across
all areas of the business
as a result of resource
management failures or
from external factors such
as increased competition
or material changes
in regulation
This risk can arise when
the firm does not have
appropriate governance
and oversight of its
supplier relationships, in
particular those considered
key and material to the
operational resilience of
business services provided
to clients or investors
— Board, executive and general managers
committee oversight
— Investment governance and structured
committee oversight
— Management oversight and segregated
quality assurance and performance teams
— Performance measurement and
attribution analysis
— ‘Know your client’ (KYC) suitability
processes
— Weekly investment management meetings
— Investment manager reviews through
supervisor sampling
— Compliance monitoring
— Board and executive oversight
— Data governance committee oversight
— Information security policy, data protection
policy and associated procedures
— System access controls and encryption
— Penetration testing and multi-layer
network security
— Training and employee awareness
programmes
— Physical security
— Board and executive oversight
— Succession and contingency planning
— Transparent, consistent and competitive
remuneration schemes
— Contractual clauses with restrictive
covenants
— Continual investment in staff training
and development
— Employee engagement survey
— Appropriate balanced performance
measurement system
— Culture monitoring and reporting
— Board and executive oversight
— Senior dedicated relationship managers
— Supplier contracts and defined service
level agreements/KPIs
— New supplier due diligence and
approval process
— Close liaison and regular service
review meetings
— Documented procedures
Further detailed discussion of the group’s exposures to financial risks is included in note 33 to the financial statements.
Very High
High
Medium
Low
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51
Risk management and control continued
Emerging risks and threats
Emerging risks, including legislative
and regulatory change, which have the
potential to impact the group and delivery
of our strategic objectives, are monitored
through our watch list. During the year,
the executive committee continued to
recognise and respond to a number of
emerging risks and threats to the financial
services sector as a whole and to our
business. In addition, throughout 2021 we
have continued to develop and maintain
our approach to monitoring strategic risks
and horizon threats. Key emerging risks
and threats are:
Near-term
Medium-term
Cyber threats and supply
chain resilience
UK specific and global
political tensions
Longer-term
Generational wealth change
Climate change transition risk
ESG acceleration
Sector consolidation
Changing regulatory
expectations
Social care financing
Post pandemic UK and global
economic challenges
Digital currencies
Open finance
More extreme pandemics
Our view for 2022 is that we can reasonably expect current market conditions and uncertainties to remain, given the implications of
COVID-19 variants and the wide range of global economic and political scenarios which could emerge.
Assessment of the company’s
prospects
The board reviews its strategic plan
annually. This, alongside the ICAAP and
ILAAP, forms the basis for capital planning
which is discussed periodically with the
Prudential Regulation Authority (PRA).
During the year, the board has considered a
number of stress tests and scenarios which
focus on material or severe but plausible
events that could impact the business and
the company’s financial position. The board
also considers the plans and procedures
in place in the event that contingency
funding is required to replenish regulatory
capital. On a monthly basis, critical capital
projections and sensitivities have been
refreshed and reviewed, taking into
account current or expected market
movements and business developments.
The board’s assessment considers all the
principal risks identified by the group and
assesses the sufficiency of our response
to all Pillar 1 risks (defined as credit, market
and operational risks, including conduct)
to the required regulatory standards. In
addition, the crystallisation of the following
events were considered for enhanced
stress testing: an equity market fall, a loss
of business/competitive threat, business
expansion, pension obligation and a
combined market fall and reputational
event. The economic and commercial
impacts of the global pandemic on the
prospects of the company were also
factored into the assessment.
The group considers the possible
impacts of serious business interruption
as part of its operational risk assessment
process and remains mindful of the
importance of maintaining its reputation.
Although the business is almost wholly
UK-situated, it does not suffer from any
other material client, geographical or
counterparty concentrations.
While this stress test does not consider
all of the risks that the group may face, the
directors consider that this stress testing
based assessment of the group’s prospects
is reasonable in the circumstances of the
inherent uncertainty involved.
52
Rathbones Group Plc Report and accounts 2021
Strategic report Scenarios modelled include:
— Market wide stress (capital & liquidity):
a 30% fall in all market levels for a
prolonged 18-month period and
FX illiquidity.
— Idiosyncratic stress (capital & liquidity):
a reputation-affecting cyber event
causing outflow of 20% of FUMA
with associated compensation and
rectification costs.
— Combined stress (capital & liquidity):
aggregation of the above stresses,
together with negative interest rates
and additional FUMA outflow to fund
personal lifestyle changes.
Based on this assessment, the directors
confirm that 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 to
31 December 2024.
Viability statement
In accordance with the UK Corporate
Governance Code, the board has assessed
the prospects and viability of the group
over a three-year period considering the
risk assessments identified above. The
directors have considered the firm’s
current position and the potential impact
of the principal risks and uncertainties
set out above. As part of the viability
statement, the directors confirm that they
have carried out a robust assessment of
both the principal risks facing the group,
and stress tests and scenarios that would
threaten the sustainability of its business
model, and its future performance,
solvency or liquidity.
The board regularly reviews business
performance and at least annually its
current strategic plan through to 2024,
alongside a strategic risk assessment. The
board also considers five-year projections
as part of its annual regulatory reporting
cycle, including strategic and investment
plans. However, the directors have
determined and continue to believe that
a three-year period to 31 December 2024
constitutes an appropriate and prudent
period over which to provide its viability
statement given the uncertainties
associated with the global pandemic,
as well as economic and political factors
and their potential impact on investment
markets over a longer period. This three-
year view is also more aligned to the firm’s
detailed stress testing and capital planning
activity. There is no reason to believe the
five year view would be different but as
always, there is more uncertainty over a
longer time horizon particularly in relation
to external factors.
Stress testing and scenario analysis shows
that the group would remain profitable in
excess of our risk appetite tolerances for
capital and liquidity, and able to withstand
the impact of such scenarios. An example
of a mitigating action in such scenarios
would be a reduction in costs, specifically
around change initiatives, along with a
reduction in dividend.
rathbones.com
53
Strategic report
Responsible business review
Being a responsible business
Our commitment to being a leader in responsible business stems from our purpose
in society. Thinking, acting and investing responsibly not only shapes what we do but
how we do it. It is woven throughout our business strategy and core to our day-to-day
decision-making. Longer-term, this focus is how we will both create value for our clients
and make a wider contribution to society.
Our 2021 highlights
— Introduced a group-wide exclusions policy for manufacturers of cluster munitions and anti-personnel
landmines, and thermal coal
— Developed Rathbones’ approach to hybrid working as part of our return to work programme
— Integrated ESG factors into our supplier management framework
— Set science-based emission reduction targets.
Responsible
investment
PRI strategy and
governance score
A+
(score carried over from 2020. PRI had not
released 2021 scores at time of publication)
Number of companies directly engaged with
705
(2020: 226)
Society and
communities
Community investment
£418,000
(2020: £467,000)
Number of charities supported
>55
Our people
Number of employees participating
in share schemes
1,624
SIP (2020: 1,316)
1,127
SAYE (2020: 1,040)
2021 employee engagement score
8.1 /10
(FS benchmark 7.7/10)
Our environmental
impact
Carbon intensity (tCO2e/FUMA £bn)
18.51
(2020: 23.16 (tCO2e/FUMA £bn))
Total emissions (tCO2e)
1,170
(2020: 1,267 (tCO2e))
54
Rathbones Group Plc Report and accounts 2021
Our approach to
responsibility
We continue to manage our responsible
business programme through the
four pillars of responsible investment,
people, society and communities, and
our environmental impact. Understanding
the issues that impact our stakeholders
most allows us to focus our initiatives to
respond to the most material risks and
opportunities across the pillars. 2021 saw
us build on the programmes we had in
place and identify a few key initiatives that
would support us in delivering value to our
stakeholders which include the integration
of further ESG data into our investment
approach, working with the team at
Included to support development of
a diversity and inclusion approach,
integrating ESG factors into our supplier
management framework and the creation
of a net zero working group to support
calculation and delivery of our net zero
emissions targets.
This year we have produced our first
standalone responsible business report,
in which we share more information on
our 2021 activities, progress and our
future plans.
Responsible business governance
The responsible business committee,
co-chaired by Paul Stockton, our group
chief executive officer, and Ivo Darnley,
Rathbones Investment Management
Managing Director, met four times in
2021 and reported to the board twice.
At each meeting an update is given on
our pillar plans, and in addition strategic
discussions are held on specific themes
e.g. climate risk or our diversity, equality
and inclusion programmes.
Responsible investment
Rathbones has been trusted for
generations to manage and preserve
our clients’ wealth. Our tradition
of investing and acting responsibly
has been with us from the beginning
and will continue to lead us forward. In
2021, we continued to deliver against the
four pillars of our responsible investment
(RI) policy.
ESG integration – we source ESG data from
a number of vendors to support analysis,
assessment and reporting. Our research
team has created a bespoke approach to
responsible investment data comprising
vendor data, engagement and voting
information, materiality information,
To find more information on our
responsible business activities please see:
— Responsible business report
— Responsible investment report
— Gender pay gap report
— Modern slavery statement
— Task Force on Climate-related
Financial Disclosure
— Rathbones website
financial analysis and other specialised
analysis which allows us to form an in–
depth view of a security.
Engagement – as stewards of our clients’
wealth, we actively engage with the
management teams and boards of the
companies and securities we invest in. This
gives us the opportunity to directly raise
issues that are important to our clients or
might impact portfolio performance. We
participated in 705 direct engagements in
2021, with the aim of driving operational
improvements by pressing companies to
address their ESG risks.
Key themes considered at the committee meetings:
2021 meeting
March
June
Attendance
Discussion
Decision
10/10
— Net zero emissions strategy
— Investment exclusions
10/10
— Community investment approach
— Operational environmental
initiatives
— Agreement to set targets in
alignment with limiting warming
to 1.5oC
— Approved the introduction
of thermal coal and cluster
munitions exclusions
— Strategic community
investment themes and
initial partners identified
— Investment in operational initiatives,
including energy contracts and
infrastructure selection agreed
September
December
9/10
8/10
— Near-term net zero emission targets
— 2025/2030 emission targets
— Risk and regulatory changes
— Reporting and communication
approved
— Approved project to propose
our carbon removal strategy
— Market review of RB policy
approaches agreed.
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55
Responsible business review continued
Voting – we stand by our beliefs and vote
against management where necessary. Our
voting approach sees us vote on 95% of our
votable equity assets in RIM and 100% in
RUTM. Our voting policy can be found on
our website.
Transparency – transparency about
our responsible investing approach
and activities provides assurance that
these efforts are genuine and are deeply
rooted. There are a number of ways we
ensure our transparency including our
responsible investment reports, our PRI
submission, TCFD report and our vote
disclosure website.
We are proud of the achievements we
have made to date. By setting ourselves
ambitious targets we recognise the work
that needs to be done, not only within our
organisation but across the industry and
in the private client wealth management
space in particular. We will work with our
industry partners to promote responsible
investment not only within financial
services but across all the sectors and
within all the asset classes within which
we invest in our bespoke products, and
will continue to integrate ESG factors
throughout our research and investment
decision-making to ensure the best
outcomes for our clients.
To find out more about our RI activities see
our standalone responsible business report
and our responsible investment report.
Our people
Rathbones employees faced another
challenging year and our priority continued
to be ensuring their safety and wellbeing.
Over the past 18 months our employees
have shown great resilience and the
ability to adapt. Like many businesses,
having learnt from our remote working
experience, we are now adopting a hybrid
working approach as we return to our
office spaces. Our management team
and the board continued to engage
through a variety of channels, ensuring
open discussion across our workforce
with additional details included in
our s172 report and our responsible
business report.
The business continued to focus on
creating an equitable and inclusive
work environment. With 64.7% of our
employees sharing their diversity data
we can tailor our programmes to impact
the areas in which the most opportunities
exist. A key highlight for the year was
our employee engagement survey which
was completed by 83% of our people; we
achieved an engagement score of 8.1/10
which was above the financial services
benchmark of 7.7.
To find out more about our people activities
see page 58 and our standalone responsible
business report.
“We will work with our industry partners to promote
responsible investment not only within financial services
but across all the sectors and all the asset classes within
which we invest in our bespoke products, and will continue
to integrate ESG factors throughout our research and
investment decision-making to ensure the best outcomes
for our clients.”
Society and communities
Through our business we aim to add
value not only to our clients but also to
the societies and communities in which
we operate. During the pandemic, many
of our stakeholders, from small businesses
to the charities we support, experienced
challenges. Similar to 2020, our responsibility
to these stakeholders has continued and
we have achieved the following:
Partners and regulators – we see our role
as an active participant and work alongside
partners and regulators to ensure we and
other businesses operate with integrity.
Operating in compliance with the
Prudential Regulation Authority (PRA)
and the Financial Conduct Authority’s
(FCA) clients’ best interests rule we
maintain constructive relationships,
regularly engaging to ensure our
business understands and contributes
to the evolving regulatory requirements.
In 2021, we engaged on both climate
risk requirements and diversity and
inclusion matters.
Human rights – 2021 saw the business
join the United Nations Global Compact
to further support our commitment across
the ten principles, including human rights.
This sits alongside our support for the
International Labour Organization’s
standards and the Universal Declaration
of Human Rights. We will not tolerate
child or forced labour and support the right
to freedom of association and collective
bargaining. Rathbones has a zero-tolerance
policy to bribery and corruption, and we
ensure all our employees are adequately
trained. We reviewed our whistleblowing
process in 2021 and saw 99% of employees
complete our anti-bribery and corruption
training The continued requirement to
interact virtually means the risks of fraud
and cyber exploitation remain increased.
Our board took part in a cyber incident
scenario simulation in March; more
information on this can be found
on page 80.
56
Rathbones Group Plc Report and accounts 2021
Strategic report Our environmental impact
At Rathbones, as stewards and allocators
of capital, we recognise that we have a
business responsibility to contribute to
the transition to a net zero economy. At
the heart of our approach is a target to align
to the Paris Agreement goal to limit global
warming to well below 2°C, and preferably
1.5°C. We seek to do this by becoming a net
zero emissions business by 2050 or sooner.
In support of our environmental initiatives
we became a signatory to both the Net Zero
Asset Managers Initiative and the Business
Ambition for 1.5oC and we report for
the second year in alignment with the
recommendations of the Task Force on
Climate-related Financial Disclosures.
More information on our environmental
activities and 2021 data disclosure can be
found on pages 59-60 and in our standalone
responsible business report.
Standards and frameworks
Supply chain – as a UK-based financial
services business, Rathbones has a
relatively low risk of human rights risk
within its direct supply chain. Indirect
suppliers further down our supply chain
however present a potential elevated
risk. In 2021, our supplier management
framework was updated to include
consideration of ESG factors as both
part of the selection and onboarding of
suppliers, as well as part of the regular
supplier reviews that are undertaken. By
year-end 66% of our critical, strategic and
preferred suppliers had been reviewed.
Read more in our modern slavery statement.
Community investment – the requirement
for support continued to grow in 2021
as society began to return to normality.
Rathbones recognises our role in the
communities in which we operate and
was pleased to invest £418,000 (2020:
£467,000) in community projects. One
initiative with Social Shifters supported
young entrepreneurs who were creating
businesses in response to environment
and social challenges faced in their
local communities.
To find out more about our society and
communities activities see our standalone
responsible business report.
We recognise that we cannot achieve
our aims alone. Through selected
partnerships we will work to deliver
action and continually challenge ourselves
around the issues that we can materially
impact. To find out about other standards,
frameworks and ratings which we align to
please see our website.
2022 focus
At Rathbones, we are committed
to operating in a way that best
serves our clients’ interests and
contributes towards building
a better world for future
generations. Requirements for
disclosure and transparency are
evolving as regulators seek to
enhance the quality and quantity
of information provided by
companies to the public. We
will continue to strengthen our
reporting by being transparent
and detailed about our approach
to operating responsibly.
In 2021, we initiated several
programmes, including the setting
of our net zero emissions targets.
In 2022, our work will focus on
the operationalisation of these
initiatives. You can find out more
about how we will do this in our
responsible business report.
We will continue to engage and
report transparently, updating
stakeholders on our progress
in our standalone report, our
annual report and accounts
and supplementary thematic
disclosures such as our PRI report,
climate statement, CDP disclosure
and gender pay gap report.
If you would like to talk to us
about our responsible business
programme, please contact
us at responsiblebusiness@
rathbones.com.
* The FTSE4Good Index – we are pleased to have been included in the FTSE4Good Index for over 10 years. As a business we will continually develop our approaches to maintain our
listing. FTSE Russell (the trading name of FTSE International Limited and Frank Russell Company) confirms that Rathbone Brothers Plc has been independently assessed according to the
FTSE4Good criteria, and has satisfied the requirements to become a constituent of the FTSE4Good Index Series. Created by the global index provider FTSE Russell, the FTSE4Good Index
Series is designed to measure the performance of companies demonstrating strong environmental, social and governance (ESG) practices. The FTSE4Good indices are used by a wide
variety of market participants to create and assess responsible investment funds and other products.
rathbones.com
57
Responsible business review continued
Our people
Our approach
People are a crucial element of our corporate
strategy. Having faced a second unsettled
year, our priority continues to be ensuring
our employees’ safety and wellbeing. The
work undertaken in 2021 aligns to our
strategy and furthering our growth,
proposition and efficiency ambitions. To
support this, we are developing our people
plan incorporating the core elements of:
— asking, listening, doing – employee
engagement
— investing in our people – mentoring,
talent programmes and inclusive
leadership training
— employer of choice – diverse candidate
lists and supporting processes to support
a diverse and inclusive workforce
— data-driven decisions – using our employee
data to support informed decisions.
Underpinning this will be our HR
information system, supporting efficient
engagement and keeping us all connected.
Employee wellbeing
2021 like 2020 was an extraordinary
year for our employees and ensuring
the wellbeing of our people remained our
utmost priority. Through the introduction
of a new employee engagement platform
we could capture snapshots of employee
feedback at key points throughout the year.
This allowed us to respond to any specific
needs raised and fed into reviews of our
physical and mental wellness offerings
ensuring continued support to employees.
Return to the office
The impact of COVID-19 means the world of
work is never going back to how it was. Over
the past 18 months Rathbones employees
have shown great resilience and the ability
to adapt. Having learnt from remote working
we are now incorporating it with making more
use of our office spaces again. Employees will
have greater autonomy in how they shape
their time and the ways in which they
deliver their work. Like many businesses
the hybrid model is new for Rathbones so
we will work together to support flexibility
as we move to a world in which COVID is
not the driver of more flexible working.
Diversity, equality and inclusion
At Rathbones, we recognise the value and
impact that our people bring to our work. It
is only by having a diverse workforce who
feel included that we can serve our clients
and deliver on the targets we have set.
In 2021, we have taken a tactical approach
on how we can do this. We have been working
to build a five-year strategy to lead us into
2022, supported by the 64.7% of employees
who have shared their diversity data. This
plan will help us expand and embed diversity
and inclusion throughout the business, making
everyone feel they belong. We will use this
strategy to take an umbrella method of
thinking and identify the different areas of
diversity we need to tackle. Until now, we
have primarily been focusing on gender
and ethnicity, we are in the process of
defining our focus areas for 2022 but
plan to expand on our existing approach.
Gender diversity at 31 December 2021
All employees (%)
2021
2020
2019
53%53%
47%47%
52%52%
48%48%
52%52%
48%48%
Gender diversity at 31 December 2021
Senior managers* (%)
Female
Male
61.5%61.5%
38.5%38.5%
2021
2020
2019
25%25%
20%20%
75%75%
80%80%
Gender diversity at 31 December 2021
Female
Group executive members (%)
Male
70%70%
70%70%
2021
2020
2019
30%30%
30%30%
22%22%
Male
Female
58
Rathbones Group Plc Report and accounts 2021
* Senior managers includes senior individuals who report
directly into the group executive committee
2022 focus
We are committed to continually
improving our employee experience.
Next year, in addition to our existing
processes we will share our
updated people plan which will
be focused on the four areas of:
— asking, listening and doing
— investing in our people
— being an employer of choice
— using data to support decisions.
To read more on our people
programme, visit our standalone
responsible business report.
Our board has three female directors
out of nine, which means we meet
our commitment of 33% female board
representation for FTSE 350 companies.
We also have three on the group executive
committee. We also meet the requirements
of the Parker Review, which encourages
the improvement of ethnic and cultural
diversity on boards. We see this as a good
foundation on which to build, but not an
end point. We are signatories to the Women
in Finance Charter and the firm is committed
to achieving 25% female senior management
representation by 2023. As of end 2021, we
have reached 38.5% (2020: 24.6%).
Employee engagement
An engaged workforce is essential to delivery
of our purpose and strategy. Our summer
2021 survey received an 83% response rate
and our overall engagement score is higher
than our industry benchmark. In 2021 we
used a new engagement system; this means
direct comparisons to previous years is not
possible. We can see that in 2021, as in the
previous two years, our overall levels of
engagement have been above the financial
services benchmark. The survey also
identified areas in which we improved and
others where we can build engagement.
Find out more:
78%78%
— Enabling our people p28
— Culture p83
— Workforce engagement p84-85
— Responsible business report
— Gender pay gap report
— Rathbones website
Strategic report Our environmental
impact
Our approach
The world is at a critical point. Global
temperatures continue to rise dramatically;
taking decisive action to limit this is a
global necessity. The Intergovernmental
Panel on Climate Change (IPCC) has
warned that to limit global warming
to 1.5°C above pre-industrial levels, the
world’s carbon emissions need to halve
by 2030 and reach net zero by 2050. This
goal requires collective ambition and action
across sectors. At Rathbones we believe
it is our fiduciary duty and business
responsibility to build a better world
for future generations.
As stewards and allocators of capital,
we recognise that we have a business
responsibility to contribute to the transition
to a net zero economy. At the heart of our
approach is a target to align to the Paris
Agreement goal to limit global warming
to well below 2°C, and preferably 1.5°C.
We seek to do this by becoming a net zero
emissions business by 2050 or sooner.
To achieve this ambition, we have set
science-based targets in line with a 1.5°C
temperature pathway:
By 2030 reduce our operational
footprint (Scope 1, Scope 2 and
Scope 3 categories 1-8) by
42%
By 2030 we will reach
57%
portfolio coverage across our investment portfolios
(Scope 3, category 15).
The above targets have been set at a group
level, using the methodology of the Science
Based Targets initiative (SBTi). In addition
to the group targets, Rathbone Greenbank
Investments has set investment targets in
alignment with the Net Zero Investment
Framework (NZIF).
Delivering on this will see the group build
on its 81% reduction in operational carbon
intensity per full-time employee since 2013
by completing the transition of our offices
to renewable energy sources by the end
of 2025. This will aid us in meeting the
2025 internal target of a 21% reduction
across our overall Scope 1, Scope 2 and
operational Scope 3 emissions.
We support the work of the TCFD and
have produced our second response in
alignment with its recommendations. A
summary is included in this report pages
61-63 and to ensure we meet the new
listing requirement, we have produced
a standalone disclosure.
2021 progress
Our scope 1 emissions in 2021 saw an
increase due to the increase in both natural
gas usage, driven by the need for increased
ventilation, and a top up in refrigerants
at our London site. We continued to
decrease our use of energy and ran a print
consolidation project in 2021 the impact
of which we should see more completely
in our 2022 figures. With the announced
move of our Edinburgh office into a
BREEAM rated very good building, due
to take place in the summer of 2022, this
evidences our continued commitment to
not only transitioning our energy contracts
to green energy sources but also reviewing
the impact of our infrastructure.
Carbon removal
We continue to purchase carbon removal
credits or offsets to cover our operational
footprint. This year we have purchased
and retired credits to cover our expanded
operational footprint, for more information
see our responsible business report. Over
the last ten years we have purchased just
over 26,000 tonnes of carbon in projects
supporting clean water, geothermal, wind,
solar and cookstoves. Last year we began
the transition of our offsets to nature based
solutions and supported a forestry project
in Chile.
In 2021, we expanded our data collection
to include more of our scope 3 emissions
categories. The table on the opposite
page shows a year-on-year comparison
complying with the SECR requirements.
For more information on our expanded
footprint including the impact of our
supply chain exposure please see our
responsible business report.
Looking forward
Following the outcomes of the
climate talks in Glasgow, and
the continued strengthening of
commitments from governments
and regulators supporting the
transition to a net zero emissions
economy, the need for business to
understand and act with regard to
our climate impact will continue
to grow.
The focus of our environmental
programme in 2022 will be the
operationalisation of our net
zero emissions plan, including the
engagement of our suppliers. We
will work to integrate Saunderson
House in to our data processes
and expand reporting on the
financial implications of climate
change to include a broader
client population.
To read more on how we manage
our environmental impact and
our approach to net zero, visit
our standalone responsible
business report.
— TCFD report p61-63
— Risk management and control p46-53
— Financial statement p210
— Responsible business report
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59
Responsible business review continued
Compliance with regulations
We continue to meet the greenhouse gas (GHG) emissions reporting requirements of the Companies Act 2006 (Strategic and Directors’
Reports) Regulations 2013 and our obligations under the Companies (Directors’ Report) and Limited Liability Partnerships (Energy
and Carbon Report) Regulations 2018. We have prepared this report in accordance with the requirements for quoted companies under
these regulations by including our specific energy usage and energy-efficiency initiatives and have split out our global and UK emissions.
Rathbones continues to report all material GHG emissions across our direct operations.
The methodology used to compile this disclosure is in accordance with Defra’s Environmental reporting guidelines: Including
Streamlined Energy and Carbon Reporting guidance (March 2019), and the World Resources Institute Greenhouse Gas (WRI GHG)
Protocol Corporate Standard. Rathbones uses an operational control approach and has included GHG emissions arising from business
activities in the reporting year 1 January 2021 to 31 December 2021.
It has not been practical to gather data on energy use at our Lymington office and we have used typical energy consumption benchmarks
to calculate the energy use at this site based on floor area. We will work to integrate the impact of Saunderson House on our footprint
throughout 2022.
To see the 2021 Avieco opinion statement see our standalone responsible business report.
Carbon footprint by scope (tCO2e)
Rathbones’ reporting period for greenhouse gas emissions is 1 January to 31 December 2021, aligned to our financial year.
Location-based emissions (tCO2e)1
Scope 1
UK-based3 scope 1 emissions
Global2 scope 1 emissions
Natural gas
Refrigerants
Scope 2
UK-based3 scope 2 emissions
Global3 scope 2 emissions
Purchased electricity
Scope 3
Business travel
Data centres4
Paper
Waste
Electricity transmission and distribution5
Total location-based6
UK emissions
Global emissions (excl. UK)
Total energy consumption (kWh)7
UK consumption (kWh)
Global consumption (excl. UK) (kWh)
Intensity ratio
FUMA (£bn)
Emissions intensity (tCO2e/FUMA £bn)
Emissions intensity (tCO2e/FTE)
2013 (baseline)
306
306
–
276
30
1,424
1,401
23
1,424
902
496
150
117
9
130
2,632
2,609
23
4,748,931
4,678,559
70,372
2019
322
322
–
322
–
657
638
19
657
1,112
827
135
87
7
56
2,091
2,072
19
4,320,690
4,247,556
73,134
2020
344
344
–
344
–
461
444
17
461
462
259
108
51
4
40
1,267
1,249
18
4,387,481
4,316,661
70,820
20212
411
411
–
348
63
368
356
12
368
391
194
99
61
4
33
1,170
1,157
13
4,083,324
4,028,768
54,556
22.0
120
3.5
50.4
41.5
1.38
54.7
23.16
0.80
63.2
18.51
0.65
% change
19.48%
19.48%
–
1.16%
100.00%
-20.17%
-19.82%
-29.41%
-20.17%
-15.37%
-25.10%
-8.33%
19.61%
0.00%
-17.50%
-7.66%
-7.37%
-27.78%
-6.93%
-6.67%
-22.97%
15.54%
-0.20%
-0.18%
1.
In accordance with best practice introduced in 2015, we report two numbers to reflect emissions from electricity. Location-based emissions are based on average emissions intensity of the
UK grid and market-based emissions to reflect emissions from our specific suppliers and tariffs. Scope 2 market-based emissions for 2021 are 34 tCO2e (2020: 46 tCO2e)
2. Our 2021 figures do not include Saunderson House data. We will work through 2022 to integrate their data into our footprint going forward
3. Under SECR regulation we are required to split our global and UK emissions. Our global emissions (excl. UK) and global consumption (excl. UK) reflect electricity emissions and consumption
(respectively) from our Jersey office. It is not possible to split out travel and allocate to our Jersey office at this stage
4. Data centre emissions are reported as Scope 3, as per the WRI GHG Protocol
5. Electricity transmission and distribution (T&D) reflects emissions from line losses associated with electricity transmission and distribution
6. Total emissions reported in 2020 have been restated from 1,123 to 1,267tCO2e due to increased availability of actual data for the reporting year. This has increased our accuracy of reporting.
In most cases the change is small, but for natural gas it is substantial. This is related to natural gas usage at our London office where the ventilation system was used continually throughout
2020 with heating used to compensate. As a result the figures are significantly higher than estimates used. This figure also impacts kWh consumption figures at the bottom of the table
7. Total energy consumption (kWh) of our Scope 1 and Scope 2 emissions (electricity), and scope 3 (employee cars)
60
Rathbones Group Plc Report and accounts 2021
Strategic report Task Force on Climate-related
Financial Disclosures
Our approach
As wealth managers, we have
a fiduciary duty on behalf of our
clients to consider all long-term
risks that may impact their
investments. We are committed
to helping our clients safeguard
their portfolios against physical
and transitional risk as the world
moves to a low-carbon economy.
At Rathbones,we recognise that
this is a collaborative exercise
that spans industries and as such
we are continuously engaging
with our stakeholders, including
our clients, investors, regulators,
and industry organisations’, to
improve our collective climate
reporting and help smooth the
transition to a net zero economy.
We are committed to improving
our climate-related reporting.
During the financial year ended
31 December 2021, the board
has complied with the
requirements of LR 9.8.6. This
page shares a summary of our
how we applied the 11 principles
of the TCFD recommendations.
We have chosen to publish
our 2021 TCFD disclosure as a
standalone statement, allowing
us to report in more detail
and link from that report to
applicable content across our
reporting suite. Our standalone
report will be available as a PDF
on the reports and disclosures
page of our website.
Governance
Strategy
1. Board oversight
2. Management oversight
We believe that everyone in our company
has a role to play in reducing risks, from
our board and executive team, down
to each of our employees. If an entire
workforce can operate with accountability,
this in turn enhances the effectiveness of
risk management and decision-making
across the group. Our approach to risk
governance, processes and infrastructure
ensures that we are constantly considering
both existing and emerging risks to our
purpose, values and strategic objectives.
Ultimate responsibility for climate risk,
like all risks identified and managed
by Rathbones, sits with our board.
The board is supported by several
committees and maintains responsibility
for the consideration and integration of
climate risk. Our audit committee has
oversight of our reporting of climate risk
including our TCFD report and our group
risk committee is responsible for the
management of climate risk and its
associated consequences. These board
level committees are supported by our
group executive committee and our
responsible business committee and
responsible investment (RI) committees.
Our group chief executive officer has
responsibility for bringing climate matters
to the board and is supported in this by our
responsible business committee which he
co-chairs. Our chief risk officer is our senior
management function responsible for
climate-related financial risk.
For more information on the governance
around climate-related risks and opportunities
see our standalone TCFD report, available on
our website
3.
Identification of climate risks
and opportunities
4. Impact of climate risks
and opportunities
5. Scenario analysis
At Rathbones, we believe that we have
a fiduciary duty to act on climate change.
That means doing the right things for our
client’s – and for others too. Alongside the
management of our operational impact, our
responsible investment approach is based
on four core principles that are at the heart
of the way we do business: ESG integration,
engagement with consequences, voting
with purpose and transparency.
Rathbones recognises the potential
impacts for our business, including those
associated with the transition to a greener
economy (transitional risks) and the
physical effects of climate change. As
wealth managers, we have the unique
ability alongside other financial services
actors to provide capital to organisations
that are positioned to provide solutions to
the problems caused by climate change.
Transitioning to a low-carbon economy
requires large funding support from the
private sector as well as the public sector.
We believe that our ability to identify and
allocate to these types of investments is
in the best interest not only in terms of
outcomes for our clients, but for broader
society. Our focus on responsible
investment, coupled with the close
relationships we foster with our clients,
means we believe we can support clients
in their own decarbonisation journeys and
plan for their long-term future.
“Rathbones recognises the potential impacts for our business,
including those associated with the transition to a greener
economy (transitional risks) and the physical effects of
climate change. As wealth managers we have the unique
ability alongside other financial service sector participants to
provide capital to organisations that are positioned to provide
solutions to the problems caused by climate change.”
rathbones.com
61
Responsible business review continued
Voting with purpose
— We actively vote across over 95% of the
value of our votable equity holdings in
line with our RI commitments. This may
involve voting against management
to help drive positive change.
— In 2021, we voted on over 15,000
resolutions across RIM and RUTM
— Voting is undertaken on our most
widely held holdings and on any
company if requested by a client
who is a shareholder of that company
— We are increasingly integrating ESG
factors in our voting process
Transparency
— As a prominent participant in the
financial markets, we are committed to
being transparent about our approach
to RI. We will actively report on the
progress of our RI activities to our clients,
shareholders and other stakeholders.
— In 2020 we achieved an A+ rating
for strategy and governance. UN PRI,
2021 scores have not been announced at
time of release due to PRI undertaking a
review of their approach
— Our annual report and accounts and
specific responsible investment report
reflects our efforts made in this area
— We regularly publish thought leadership
and host events about RI themes.
For more information on how we identify,
assess and manage climate-related risk please
see our standalone TCFD report, available on
our website.
Our attention to date has been ensuring
the full identification of climate-related
risks and ensuring we have climate
risk formally integrated into our risk
management framework. In addition to
the financial stress testing (pages 52-53)
we undertake as a business we have
explored the use of scenario analysis, to aid
our decision-making process. This year we
have considered a few scenarios including
a 2oc or lower scenario. More information
about our approach, the scenarios we use
and what they show us, can be found in
our standalone disclosure.
Looking forward, we will be turning our
attention to focus on the identification
and actioning of climate opportunities.
At this time, we have identified a variety
of opportunities that fall across the
short, medium, and long term, which
we reference in more detail in our full
TCFD disclosure.
For more information on the climate-related
risks and opportunities that impact our
business see our standalone TCFD report,
available on our website
Risk management
6. Identifying and assessing climate risks
7. Managing climate related risks
8. Integration into our risk management
processes
Along with robust management of our
own risks (see pages 45-53), we also believe
it is in our clients’ best interests for the
companies in which we invest to adopt
best practice in managing and reporting
on ESG risks. We see this as part of our
duty as a good, long-term steward of the
investments we manage on our clients’
behalf. This is expressed in full in our
responsible investment policy, which
outlines our responsible investment
principles and how they are being
integrated into our stewardship process.
Our approach provides a framework for
each company we engage with to be
managed according to the long-term
interests of its shareholders.
Given the significant impact that climate
change represents, we are committed to
playing a positive role in the transition
to a net zero economy. This will involve
increasing our exposure to businesses
aiding or benefiting from the transition,
while also decreasing our exposure to
high-carbon businesses that are unable to
demonstrate transition plans in alignment
with the Paris Agreement.
Our overarching approach comprises the
following pillars:
ESG integration
— We will consider environmental, social
and governance (ESG) factors in the
evaluation of investments to help
identify ESG opportunities and risks
— Our research team and investment
committees are actively working
to integrate ESG factors into the
investment process across all
asset classes
— Material ESG risks, where identified,
are incorporated into the process on
a case-by-case basis
— We review data from a range of sources
to inform our analysis
Engagement with consequences
— We prioritise engagement where we
can make a difference in addressing
the systemic environmental and social
challenges. We are prepared to reduce
our holdings in companies who continue
to present an ESG risk over time.
— Topics included climate change,
employment practices, inequality,
the composition of board of
directors, remuneration
— In 2021, we held conversations with
705 of our the companies in which
we invest. We continue to invest to
challenge and support change that
delivers real change
— For example, we acted as lead investor
for the Climate Action 100+ engagement
with SSE
62
Rathbones Group Plc Report and accounts 2021
Strategic report
Metrics and targets
9. Alignment with our strategy and
risk management
10. Our footprint
11. Our targets
We are using several metrics to measure
the progress of our net zero journey,
including our carbon emissions and GHG
intensity indicators. We continue to assess
our environmental impact, focusing not
only on our operations but also on our
investments. In 2021, we expand our
footprint to include more scope 3
categories and this can be found in our
responsible business report. We recognise
that we have a business responsibility to
contribute to the transition to a low-carbon
economy and align our strategy to the Paris
Agreement goal. In October 2021, Rathbone
Greenbank Investments (Greenbank)
and Rathbones Group Plc (group)
announced our commitment to reach
net zero emissions by 2040 and by 2050
or sooner respectively (see page 59)
and our standalone responsible business
report) for more information on our targets.
In addition to our SECR disclosure which
can be found on page 60, the business also
calculates several investment metrics and
other business indicators to help us assess,
track and manage our impact, see below
and our responsible business report for
a selection.
For more information on the metrics and
targets used to assess and manage relevant
climate-related risks and opportunities, see
our standalone TCFD report, available on
our website.
Looking forward
Having taken robust steps in 2021
to address our impact through the
setting of targets and integration
of increased ESG factors into our
investment decision-making
approach, we see 2022 as a year
to update our processes to ensure
they will support us in delivery
of our net zero commitment. To
read more about the steps we
will take please see our standalone
responsible business report, TCFD
document and our responsible
investment report.
— Risk management and control p46-53
— Our environmental impact p59-60
— TCFD report
— Responsible business report
— Responsible investment report
— Climate statement
Alternative investment metrics
Climate resilient FUM1
Number of investment managers and investment directors who have completed the CISI
Sustainable and Responsible Investment Professional Assessment
Investment stewardship team size
Total investment stewardship engagements
Climate-related voting action taken
Other business indicators1
CDP score 2
PRI strategy and governance score3
2021
£2.3bn
2020
£1.9bn
2019
£1.6bn
221
4
705
14
2021
C1
A+2
–
3
201
5
2020
B
A+
–
2
83
0
2019
B-
A=
1. Climate resilient investments: includes the FUMA from Rathbone Greenbank Investments where we can be most confident climate risk is fully integrated
2. Our CDP score is based on 2020 activity; it therefore does not reflect the setting of our net zero emissions aligned targets
3. PRI are reviewing their process and scoring and have therefore not releasing their 2021 scores at this time. We have therefore, reported our 2020 score and will share our final 2021 score
when released
rathbones.com
63
Responsible business review continued
Non-financial information statement
Reporting requirement
Some of our relevant policies and standards Where to read more in the report about our impact
Environmental matters
Responsible investment policy
Risk management and control
Group Climate Statement
Our approach to responsibility
Net zero emissions
commitment
Employees
Code of conduct
Responsible investment
Our environmental impact
Our TCFD disclosure
Risk management and control
Human rights
Social matters
Anti-corruption and
anti-bribery
Business model
Non-financial key
performance indicators
Equal opportunities policy
Enabling our people
Health and safety policy
Our approach to responsibility
Compliance framework policy
Our people
Anti-bribery policy
Code of conduct
Workforce engagement with the board
Human rights
Modern slavery statement
Code of conduct
Modern slavery
Our approach to responsibility
Anti-bribery policy
Community investment
Risk management and control
Conflicts of interest policy
Human rights
Whistleblowing policy
Whistleblowing
Our business model
Our market and opportunities
Our approach to responsibility
Our people
Our environmental impact
Our TCFD disclosure
Page
45-53
55-57
55-56
59-60
61-63
45-53
28
55-57
58
84-85
56
57
55-57
57
45-53
56
93
8-9
23
54-64
58
59-60
61-63
The strategic report contains certain forward-looking statements, which are made by the directors in good faith based on the information
available to them at the time of their approval of this annual report. Statements contained within the strategic report should be treated
with some caution due to the inherent uncertainties (including but not limited to those arising from economic, regulatory and business
risk factors) underlying any such forward-looking statements. The strategic report has been prepared by Rathbones Group Plc to provide
information to its shareholders and should not be relied upon for any other purpose.
Pages 1 to 64 constitute the strategic report, which was approved by the board and signed on its behalf by:
Paul Stockton
Group Chief Executive Officer
Jennifer Mathias
Group Chief Financial Officer
23 February 2022
64
Rathbones Group Plc Report and accounts 2021
Strategic report Governance
Corporate governance report
Introduction from the chair
Governance at a glance
Board of directors
Group executive committee
Role of the board
Board and board committee evaluation
Risk management
Engagement with shareholders
Workforce engagement
Group risk committee report
Audit committee report
Nomination committee report
Remuneration committee report
Remuneration committee chair’s annual statement
Remuneration outcomes for 2021
Annual report on remuneration
Directors’ report
Statement of directors’ responsibilities in
respect of the report and accounts
66
66
68
72
75
76
80
81
82
84
86
90
95
99
99
99
102
112
115
rathbones.com
65
Corporate governance report
Corporate
governance report
On behalf of the board, it is
my pleasure to present the
first corporate governance
report as chair for the year ended
31 December 2021. It summarises
the role of the board in providing
effective leadership to promote
the long-term success of the firm.
set of values which collectively anchor
our priorities, decision-making and actions.
These were evident in the very challenging
circumstances, experienced during the
outbreak of the COVID-19 pandemic.
Our robust and efficient governance
processes, at board level and throughout
the firm, made a critical contribution to the
firm’s ability to protect our people, serve
our clients and create long-term value
for shareholders.
The board has long championed the
benefits of diversity across the firm as well
as in the composition of the board. I am
pleased that as at the date of this report,
female directors comprise over 30% of
our board membership and we are in line
with the recommendations of the Parker
Review. As discussed in the responsible
business review, the firm is taking steps to
continue improving diversity across the
organisation through a variety of initiatives.
Purpose and culture
The board plays a critical role in setting the
firm’s strategy, purpose, business model
and culture. The board spent time on each
of these areas throughout the year. Each
director recognises the role we have to play
in setting the “tone from the top” and in
monitoring how the firm’s culture and
values are communicated and embedded.
We acknowledge the crucial link between
culture, governance and leadership, and
how decision-making is a key driver of
culture. To be successful, the board has
developed a culture dashboard which is
used to monitor and analyse the firm’s
culture. This dashboard contains eight core
drivers that help to shape the firm’s culture
and address a variety of areas including
leadership, clients, employees and other
stakeholders, as well as the firm’s attitude
to change. The dashboard contains both
quantitative and qualitative data and each core
driver has specific KPIs with a red-amber-
green (RAG)-based trend rating. The culture
dashboard is updated every six months
and presented to the board for review and
monitoring. In addition, through my own
engagement with employees and through
our workforce engagement programme, I
have been pleased to see the firm’s strong and
distinctive culture in action, as shown by
the continuing commitment on the part of
our employees to support our clients and
the community.
The board plays a critical role in ensuring
that the firm operates in a manner which
is consistent with the highest standards of
corporate governance. We take our legal
and regulatory requirements seriously
and seek to demonstrate this through
consistent compliance with those
requirements, and through evolving
our processes to reflect the latest best
practice. We are very conscious that
good governance is not simply a matter
of regulatory compliance, but must
encompass multiple issues including:
transparency in reporting and accounting,
and fair remuneration. These enable better
decision-making through inclusion and
diversity, operating with integrity and
honesty, and working closely with our
suppliers and partners. We take the
view that, together with our responsible
business agenda which includes our
commitment to net zero, we will contribute
to the communities in which we operate.
Maintaining our focus on sustainability
and other ESG issues is not only entirely
consistent with our values, but will
enhance our ability to recruit the best
talent, retain the confidence of our
clients and the communities in which we
operate. To achieve this, it is important to
the board that we build and reinforce trust
consistently amongst all our stakeholders;
conscious of and giving consideration to
their specific needs. Rathbones has a strong
and long-established purpose, culture and
66
Rathbones Group Plc Report and accounts 2021
Governance Board succession
As mentioned in last year’s report, Mark
Nicholls retired as chair in March 2021 and
Jim Pettigrew retired at the AGM in May. I
would like to thank Mark and Jim for their
service to the firm and for ensuring that
there was a smooth leadership transition
during the COVID-19 pandemic.
The board takes a proactive approach
to succession planning and is mindful of
potential changes that will naturally occur
as directors reach the end of their term.
Therefore, James Dean will not be seeking
re-election as a director at the 2022 AGM
as he will have served nine years on the
board. Following a comprehensive search
process, the nomination committee
recommended the appointments of Iain
Cummings, who will be appointed chair of
the audit committee, and Dharmash Mistry
as new non-executive directors. Rathbones
will benefit from their breadth and depth
of experience in industry and the financial
sector. Iain has over 35 years of experience
working in the financial sector and
Dharmash is an experienced technology
venture capitalist, entrepreneur and
non-executive director. We thank James
for his significant contribution to the
board and as chair of audit committee
during his tenure.
Board evaluation
This year, in line with the UK Corporate
Governance Code, the board appointed
an external evaluator to review its
effectiveness and performance. The review
concluded that the board remains strong
and effective, and that it has responded
well to the challenges arising from the
pandemic. The board welcomed the
findings and will work to consider
opportunities for incremental
improvements during the year ahead.
Further detail on the evaluation can be
found on page 80.
Executive remuneration
Executive remuneration is an important
area of focus and debate. As reported in last
year’s report, we introduced changes to our
directors’ remuneration policy following
the introduction of the new CRD V
directive. Our revised remuneration policy
was approved at the 2021 Annual General
Meeting (AGM) and I was pleased that it
received such strong support from our
shareholders. The directors’ remuneration
report, which includes further detail on
the application of the new policy, can be
found later in this section. During the year,
we have continued to engage with our
shareholders on executive remuneration.
Stakeholder engagement
Stakeholder engagement remains a priority
for the board. During the year, the board
has used formal meetings and other
opportunities to discuss the firm’s
performance. These discussions included
consideration of their interests, as well
as risks arising from the wider regulatory,
economic and political environment. As
part of the board’s regular meetings and in
sessions specifically focusing on strategy,
the directors have spent considerable time
assessing and having regard to the impact
of individual decisions and the firm’s
operations on different stakeholder groups.
This has included extensive discussion
of points arising from engagement with
shareholders, customers, employees,
regulators and other groups. You can find
our formal statement in relation to section
172 of the Companies Act 2006, together
with further detail about how the directors
have engaged with, and had regard to the
interests of, stakeholders in the strategic
report on page 10.
The board gains a direct understanding
of employees’ views through employee
survey results, townhalls and branch visits.
As a result, the board has had good insight
into the impact of home working and also
the state of mental health of our people
during the pandemic. This feedback
was used to target measures to improve
the safety and wellbeing of our colleagues.
Separately, the board’s workforce
engagement programme, led by Colin Clark
and Sarah Gentleman, continued during
the year with ongoing engagement with
our employees. Details of this initiative
can be found on page 84. In addition, both
my non-executive director colleagues and
I used formal and informal opportunities to
talk to employees across all offices through
virtual events during the year.
Our shareholders are key. We managed a
comprehensive engagement programme
with them throughout the year. We
undertook a number of investor meetings,
either in person or virtually. The group
finance director continues to report to
the board regularly on shareholders’ views
regarding the firm, and the firm’s corporate
brokers present regularly to the board on
market developments and shareholder
perceptions. This helps to ensure that
the board is fully briefed on the views and
aspirations of shareholders. Also, as part of
my induction programme, I met and spoke
with a number of our shareholders during
the year and I found these meetings to be
most constructive.
Unfortunately, because of the COVID-19
pandemic, the firm’s 2020 and 2021 AGM
had to be held remotely due to compulsory
government measures restricting public
gatherings and non-essential travel. This
meant that shareholders could not attend
the meetings in person. We are very aware
that the AGM provides an important forum
for shareholders to meet the board and
raise questions and we look forward to
meeting you in person at our 2022 AGM.
This report, in its entirety, has been
approved by the board of directors and
signed on its behalf by:
Clive C R Bannister
Chair
23 February 2022
rathbones.com
67
Corporate governance report continued
Governance at a glance
Corporate governance framework and division of responsibilities
Oversight and challenge
Board of Directors
Chair
— Leads the board and sets the agenda
for board discussions
— Ensures the board’s effectiveness
— Agrees and sets the firm’s business
strategy and management objectives
— Encourages the presentation of
accurate, clear and timely information
— Promotes effective and constructive
discussion
— Chairs the nomination committee,
which considers the composition of
the board and its succession plans
— Evaluates the performance of the
board, its committees and individual
directors on an annual basis
Senior Independent Director
— Acts as a sounding board for
the chairman and serves as an
intermediary for the other directors
if required
— Holds meetings with the non-
executive directors (without the
chairman present)
— Is available to meet with a range
of major shareholders
— To develop a balanced
understanding of their issues and
concerns and reports the outcome
of such meetings to the board
— Leads the board in the ongoing
monitoring and annual performance
evaluation of the chairman
Non-executive Directors
— Provide constructive challenge
to management performance
and strategy
— Contribute to the firm’s strategy
— Provide independent judgement
to the board
— Review group financial information
and ensure the system of internal
control and risk management
framework are appropriate
and effective
— Engage with key stakeholders
— Review succession plans for the
board and key senior management
Nomination
committee
See page 95
Leadership
Group risk
committee
See page 86
Audit
committee
See page 90
Remuneration
committee
See page 99
Group Chief Executive Officer
— Provides executive leadership
and management to the business
— Responsible for the effectiveness
of the executive committee
— Delivers on strategic objectives set
by the board in line with the group’s
risk appetite
— Maintains strong relationships with
the chairman, the board and key
shareholders and stakeholders
Group Chief Financial Officer
— Oversees the financial position of
the group
— Together with the chief executive,
leads discussions with investors
— Responsible for the management of
the capital structure of the company
— Contributes to the management of
the group’s operation
Group Executive Committee
— Implements the agreed strategy
and the day-to-day management
of the firm
— Reviews and discusses the annual
business plan and budget
— Implements investment process and
client proposition
— Approves the expenditure and other
financial commitments within its
authority levels and discussing,
formulating and approving proposals
to be considered by the board
68
Rathbones Group Plc Report and accounts 2021
Governance Board activities in 2021
Details of the main areas of focus of the board and its committees during the year are summarised below:
Stakeholder consideration and impact
Link to strategic pillars
Clients
Society
Regulators & Partners
Shareholders
Employees
Enriching the client and adviser
proposition and experience
Inspiring our people
Supporting and
delivering growth
Operating more efficiently
For further information on our stakeholder engagement, please see page 10
Strategy and
Performance
People
Governance
— Held two strategy days with group executive team focus on strategic matters
including emerging trends, client expectations and future expectations
— Monitored the firm’s strategic performance
— Focused on delivery of organic growth initiatives through new products
— Reviewed and approved the acquisition of Saunderson House as well as the
associated share placing
— Oversaw financial performance against the plan and market expectations
— Reviewed and approved capital requirements of the firm
— Approved interim and full-year financial statements, interim dividend and
recommended final dividend
— Assessed and approved the firm’s 2022 budget and regulatory returns
— Assessed the firm’s change management processes and project delivery
— Reviewed and approved the firm’s new digital strategy
— Appointed InvestCloud and Charles River as the firm’s key technology providers to
deliver the firm’s digital strategy
— Oversight and approval of remuneration arrangements for executive directors and
the wider workforce
— Approved a “return to office” plan and endorsed a new hybrid working model
— Continually monitored morale across the firm with oversight of employee survey
results and associated management actions
— Monitored the firm’s D,E&I programme and approved new initiatives
— Oversight and review of the firm’s whistleblowing report
— Discussed the various workforce engagement mechanisms
— Assessed and oversaw the firm’s culture and implementation of its culture dashboard
— Conducted an external board evaluation
— Approved the appointment of two new non-executive directors
— Reviewed and approved the firm’s responsible business agenda including
responsible investing and our net zero commitment
Risk
management
— Approved the firm’s risk framework and appetite
— Monitored the firm’s principal risks and compliance programme
— Received detailed reports on significant regulatory risks and management’s
mitigating actions
— Discussed the firm’s suitability programme
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Corporate governance report continued
Board
decisions
Stakeholder interests
and engagement
Link to stakeholders considered
Clients
Society
Regulators & Partners
Shareholders
People
The board acknowledges that the above areas
of focus take into account the firm’s various
stakeholder interests which are aligned with
the section 172 duties that are set out on page 10.
By considering the company’s purpose and values
together with its strategic priorities, the board
ensures that its approach to decisions and
consideration of stakeholder interests is consistently
applied. The examples provided illustrate how the
board did this in practice during the year:
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Rathbones Group Plc Report and accounts 2021
Continuation of a progressive dividend policy
During the year, the board took the decision to recommend
to shareholders an increase in dividends in respect of the 2021
financial year, following the group’s resilient performance. This
reflected the board’s confidence in the business model and
strong financial position.
The board had many factors to consider when making this
decision, balancing the views of all stakeholders alongside their
assessment of the group’s financial performance for the year
and their confidence in the company’s business model in an
uncertain external environment. Ensuring that the company
had sufficient resources to continue to support clients,
employees and partners, whilst maximising opportunities;
was of paramount concern.
In line with the requirements of section 172(1), the board had
regard to the different interests of stakeholders, but with an
overarching focus on acting in the way that would be most
likely to promote the long term success of the company for
the benefit of its members as a whole.
Acquisition of Saunderson House
The board believes that, in line with strategy, investing for
growth is in the best interest of all stakeholders and has
continued to examine potential acquisitions as one method
to achieve this goal.
As a result, the board considered the acquisition of Saunderson
House as part of the strategy to increase its financial planning
capability. It was agreed that this acquisition would address a
strategic gap and allow the firm to provide financial advice to
existing and new clients which would help its organic growth
in years to come.
Approval of new digital engagement and
data strategy
As part of the firm’s strategy, a new digital strategy was
developed and presented to the board in 2021 which will
result in a fundamental change in our technological solutions,
affecting all of our stakeholders.
This solution will, over time, deliver a simplified operating
model and a blended human as well as digital experience for
clients and advisers. Together this will reduce the firm’s overall
risk profile. In addition, the firm will see financial benefits
which will include cost avoidance, cost reduction and
potential increase in revenues.
Governance How the board considered, and had regard to, the interests
of key stakeholders and the requirements of section 172(1)
The board engaged in extensive discussions with management
ahead of making its decision and considered the long-term viability
of the group’s position. On a regular basis, the board was updated
on the company’s performance and its capital, funding and liquidity
position, as well as expectations for the group’s financial resources in
the following financial year, to understand the financial resources it
had available and the impact a dividend payment would have in a
range of scenarios.
The board was regularly made aware of the position of clients and
considered the broader market environment and the perception of
increasing its dividend payments, including the views of regulators.
The board considered the position of the regulator and the group
discussed its proposal with the PRA ahead of making any decision
and recognised the regulator’s interest in ensuring we could continue
to support our clients. The expectation of shareholders was taken
into account, with recognition given to the company’s progressive
dividend policy and strong track record of dividend payments.
The overall sentiment of employees was considered given the signal
any decision would send and the impact a dividend payment may
have on overall remuneration. The board acknowledges that a
significant number of the group’s employees are shareholders,
whether through the SAYE or SIP through general share ownership,
and recognises the impact for them (and all shareholders) on
whether a dividend is paid.
The board’s recommendation of an final dividend of 47p in respect of
the 2020 financial year was submitted to shareholders for approval
at the company’s AGM in May 2021 and received approval from 100%
of voting shareholders. An interim dividend of 27p per share was
declared at the half year 2021 results, reflecting the group’s strong
performance in the first half of the financial year and continued
confidence in the business model and financial position. The board
has recommended a final dividend of 54p per share in respect of the
2021 financial year, resulting in a full-year dividend of 81p.
When deciding to proceed with the acquisition, the board considered
the interests of a number of key stakeholders. In addition, senior
management held engagement meetings with key stakeholders.
The subsequent review of that engagement by the board confirmed
that there was both a good cultural fit for employees and that the
acquisition would promote the firm’s growth and proposition
strategy. The impact of the transaction on Saunderson House clients
was considered, including the firm’s ability to design future products
to meet their requirements. Saunderson House clients will
also benefit from the integration of the business into the firm’s
operational platform and wider range of investment capabilities.
The interests of Saunderson House employees were also of
key importance upon completion and will be key to driving
the integration, future growth and success of the business.
The acquisition was subject to approval by the FCA, therefore
management ensured ongoing engagement with them and
approval for the transaction was granted in October 2021.
As part of the board’s decision-making process, consideration was
given to feedback received from various stakeholders on whether
to proceed with the proposed digital solution and the respective
vendors to deliver this strategy.
From a client perspective, the firm engaged a third party to
understand the needs of the client of the future and this insight
provided us with excellent internal and external feedback. This
report found that the digital expectation of existing and future clients
had increased. Clients want seamless, personalised and interactive
experiences with reduced documentation as well as improved
efficiency of working. From an employee view point, IMs and
advisers will be equipped with automated data and tools which will
ensure improved client delivery as well as ensuring the end-to-end
employee career journey will allow everyone to understand and feel
inspired by how their work contributes to our purpose of ‘think, act
and invest responsibly’. Also, this tool will enable our future working
model by allowing employees to service clients through a variety of
technological means. From an investor view point, this proposal will
enable growth and drive performance by creating more efficiency
across the business using modern digital technology, supporting
desired client and IM behaviours, will aid the ability to provide
greater client value-add and new win assets. Partnering with
leading vendors will enable us to blend institutional and private
client capabilities and enhance our growth opportunities. Also, this
enhanced platform will be attractive to external investment teams
and help support other inorganic opportunities.
Financially, this proposal will involve a significant investment by
the firm and the board reviewed various scenarios as well as the
payback period and impact on margin for the next three years.
From a regulatory view point, the firm’s risk profile should improve,
accepting that change and operational risk will increase during the
implementation phase of the project which will be monitored by our
second and third lines of defence.
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Corporate governance report continued
Board of directors
Chair
Executive Directors
Clive Bannister
Chair
Paul Stockton
Group Chief Executive Officer
Jennifer Mathias
Group Chief Financial Officer
Appointed: 06/04/2021
Appointed: 09/05/2019
Appointed: 01/04/2019
Experience, skills, and contributions
Clive was appointed to the board on
6 April 2021.
He started his career as a banker at First
National Bank of Boston in 1981 in Boston
and London. In 1984, he joined Booz Allen
& Hamilton and became a partner in their
financial consulting practice in 1990.
In 1994, Clive joined HSBC Investment
Bank as Director and Head of Planning and
Strategy in London. He moved to New York
in 1996 to be the deputy CEO of HSBC Inc
and Head of Investment Banking in the US.
In 1999, he was appointed Chief Executive
of HSBC Group Private Banking, became
a Group General Manager in July 2001,
and Group Managing Director in 2006
responsible for Group Insurance and Asset
Management at HSBC Holdings Plc. In 2011,
Clive was appointed as group CEO of the
Phoenix Group, the UK’s largest life and
pensions consolidator.
Current external appointments
Clive is currently the chair of the
Museum of London.
Experience, skills, and contributions
Paul was appointed group chief executive in
May 2019, having served as managing director
of Rathbone Investment Management from
May 2018. He was previously group finance
director from 2008 to April 2019.
Paul qualified as a chartered accountant
with PriceWaterhouse in 1992, subsequently
taking up a position in New York before
returning to London in 1996. In 1999 he
joined Old Mutual Plc as group financial
controller, becoming director of finance
of Gerrard Limited in 2001. In 2005, two
years after the sale of Gerrard, he left to work
initially for Euroclear and, subsequently, as
a divisional finance director of the Phoenix
Group. He was formerly a non-executive
director of the Financial Services
Compensation Scheme.
Paul is a member of the PIMFA Strategic
Advisory Group.
Current external appointments
None
Experience, skills, and contributions
Jennifer began her career on the Lloyds
TSB Finance graduate scheme following
her graduation in 1995 and qualified as a
chartered management accountant in 1999.
At Lloyds, Jennifer held a number of senior
management roles and worked closely
with the board-level team of the Lloyds TSB
Group, and was a member of the Corporate
Banking and Wholesale Finance Executive
Committees. In addition to her position as
a finance director of Corporate Banking,
Jennifer spent three years as head of Credit
Risk & Compliance for the Commercial
Banking division of Lloyds TSB. In 2012,
she joined Coutts as the global chief
finance officer, and in 2015, she moved
to EFG Private Bank (UK), where she
was chief finance officer and deputy
chief executive officer.
Current external appointments
None
Audit committee
Remuneration committee
Group executive committee
Nomination committee
Group risk committee
Committee chair
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Rathbones Group Plc Report and accounts 2021
Governance Senior Independent Director
Non-executive Directors
Colin Clark
Senior Independent Director (Independent)
James Dean
Non-executive Director (Independent)
Sarah Gentleman
Non-executive Director (Independent)
Appointed: 24/10/2018
Appointed: 01/11/2013
Appointed: 21/01/2015
Experience, skills, and contributions
Colin was appointed as a non-executive
director in October 2018 and was appointed
as senior independent director at our 2021
AGM. In addition, he was appointed as a
designated non-executive director for our
workforce engagement programme in 2019.
He is currently chairman of Merchants Trust
Plc, AXA Investment Managers UK and a
non-executive director of AXA Investment
Management SA. Previously, Colin worked
at Mercury Asset Management and Merrill
Lynch Investment Managers for over 20
years. In 2004, he was appointed a non-
executive director at Standard Life
Investments, and in 2010, he was appointed
as an executive director of Standard Life
Investments. He was appointed to the
Standard Life Plc board as an executive
director with responsibility for the Global
Client Group and retired from this position
in 2017. He was previously a non-executive
director of Alpha Strategic Plc, and the Royal
Marsden NHS Foundation Trust.
Current external appointments
Chairman of Merchants Trust Plc, AXA
Investment Managers UK and non-executive
director of AXA Investment Managers SA.
Experience, skills, and contributions
James was appointed as a non-executive
director in 2013 and is chair of our
audit committee.
He is a chartered accountant with over
30 years’ experience working in financial
services. He has worked in a variety of roles
at Ernst & Young over a period of 14 years,
including holding the position of managing
partner for the UK Financial Services Audit
Practice for four years.
Since 2012, James has gained significant
non-executive director experience serving
on the boards of a large UK retail insurer,
LV= and a small building society. He was
previously a chairman of The Stafford
Railway Building Society and Reigate
Grammar School.
More recently he has joined the board of a
start up, PE backed London market insurance
and reinsurance company, Inigo Ltd.
Current external appointments
Non-executive director at Inigo Ltd.
Experience, skills, and contributions
Sarah is chair of our remuneration committee.
She was appointed as a designated non-
executive director for our workforce
engagement in 2019 along with Colin Clark.
She started her career as a consultant at
McKinsey & Company and then worked
for several years in the telecoms and digital
sectors, latterly as chief financial officer of
the LCR Telecom Group. In 1999, she joined
the internet bank Egg, the internet banking
subsidiary of Prudential, where she was
responsible for business development
and strategy. In 2005, she joined Sanford C.
Bernstein & Co, the institutional research
and trading arm of Alliance Bernstein, as
a banking analyst covering the European
banking sector. Sarah is also an adviser
to early-stage technology companies.
Current external appointments
Non-executive director of Engine B Ltd
and Molten Ventures Plc (previously
Draper Esprit Plc).
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Corporate governance report continued
Non-executive Directors
Terri Duhon
Non-executive Director (Independent)
Iain Cummings
Non-executive Director (Independent)
Dharmash Mistry
Non-executive Director (Independent)
Appointed: 02/07/2018
Appointed: 05/10/2021
Appointed: 05/10/2021
Experience, skills, and contributions
Terri was appointed as a non-executive
director in July 2018 and is chair of the
risk committee.
Terri graduated with a Maths degree from
Massachusetts Institute of Technology (MIT).
She is currently a non-executive director on
the board of Morgan Stanley International
where she chairs the risk committee, is chair
of Morgan Stanley Investment Management
Limited and was recently appointed non-
executive director of Wise Plc. She is an
Associate Fellow at The Saïd Business School
at Oxford University. Previously, Terri sat
on the boards of CHAPS Co and Operation
Smile UK and was a founding member of the
Women’s Leadership Group for the Prince’s
Trust. As an executive, Terri held a number
of senior roles at JP Morgan and ABN AMRO
before setting up her own consultancy firm.
Current external appointments
Chair of Morgan Stanley Investment
Management Ltd, non-executive director of
Morgan Stanley International Ltd, Hanover
Investors Ltd and Wise Plc.
Experience, skills, and contributions
Iain was appointed as non-executive director
on 5 October 2021.
Experience, skills, and contributions
Dharmash was appointed as non-executive
director on 5 October 2021.
Iain is a Fellow of the Institute of Chartered
Accountants in England and Wales with
over 35 years of experience working in the
financial sector.
He was a partner at KPMG for over 24 years
working with banks and other major financial
services firms in both audit and advisory roles
including three years leading KPMG’s banking
audit practice. His audit roles included large
firms in the investment banking sector and
listed firms in the wealth, asset management
and insurance sectors while his advisory
engagements focused on aspects of risk,
regulation and internal audit.
Iain also served for a number of years as
Chairman of the ICAEW Financial Services
Faculty’s Risk and Regulation Committee
and as a member of the ICAEW’s Technical
Strategy Board.
Current external appointments
None
Dharmash started his career with Procter &
Gamble on their graduate programme and
then went on to become a brand manager,
followed by a period with Boston Consulting
Group. He spent eight years in the media as
Group Managing Director of EMAP Consumer
Media and EMAP Performance.
Dharmash is an experienced technology
venture capitalist, entrepreneur and non-
executive director. He was formerly a Partner
at Balderton & Lakestar, leading investments
including Revolut, Glovo, Infarm, Blockchain.
com and Lovefilm amongst others. Prior to
this he was Group MD of Emap Consumer
Media, where he co-led the delisting of Emap
Plc from the FTSE 100. His prior board NED
positions include: BBC Executive Board,
Hargreaves Lansdown Plc, Dixons Retail Plc,
BBC Commercial Holdings and Blow Ltd.
Current external appointments
A board member of The British Business
Bank, Halma plc and The Premier League.
Audit committee
Remuneration committee
Group executive committee
Nomination committee
Group risk committee
Committee chair
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Rathbones Group Plc Report and accounts 2021
Governance Group executive
committee
The group executive committee (GEC) is chaired by Paul Stockton, Group Chief Executive, and he
is supported by the senior management team. The key role of the GEC is day-to-day management
of Rathbones. The committee actively reviews and assesses business performance supported by
a range of committees that operate across the group.
Full biographies of the group executive committee are available at
rathbones.com/investor-relations/corporate-governance/group-executive-committee
Paul Stockton
Group Chief Executive Officer and
Chair of GEC
Jennifer Mathias
Group Chief Financial Officer
Rupert Baron
Managing Director of
Investment Management
Ivo Darnley
Managing Director of
Investment Management
Andrew Brodie
Chief Operating Officer
Gaynor Gillespie
Chief People Officer
Andrew Morris
General Manager of
Investment Management
Sarah Owen-Jones
Chief Risk Officer
Richard Smeeton
General Manager of Special Projects
Mike Webb
Chief Executive of Funds
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Corporate governance report continued
Board meetings and attendance in 2021
Number of meetings held
Clive Bannister (chair)1
Paul Stockton (group chief executive officer)
Jennifer Mathias (group chief financial officer)
Colin Clark (senior independent director)
Iain Cummings (non-executive director)2
James Dean (non-executive director)
Terri Duhon (non-executive director)
Sarah Gentleman (non-executive director)
Dharmash Mistry (non-executive director)2
Former directors
Mark Nicholls3
Jim Pettigrew4
Board
10
6(7)
10(10)
10(10)
10(10)
2(2)
10(10)
10(10)
10(10)
1(2)
2(3)
4(4)
Nomination
committee
3
2(2)
Remuneration
committee
4
2(2)
Audit
committee
7
Group risk
committee
5
3(3)
1(1)
3(3)
3(3)
3(3)
1(1)
1(1)
1(2)
4(4)
1(1)
4(4)
4(4)
4(4)
1(1)
2(2)
2(2)
7(7)
1(2)
7(7)
7(7)
7(7)
2(2)
5(5)
1(1)
5(5)
5(5)
5(5)
1(1)
4(4)
2(2)
1. Clive Bannister joined the board, remuneration and nomination committee on 6 April 2021
2. Iain Cummings and Dharmash Mistry both joined the board and the committees on 5 October 2021
3. Mark Nicholls retired from the company on 5 March 2021
4. Jim Pettigrew retired from the committee on 6 May 2021
Compliance with the 2018 UK
Corporate Governance Code
During the financial year ended
31 December 2021, the board has
applied the Principles and complied
with the Provisions of the UK Corporate
Governance Code 2018 (the Code). Below
are some examples of our compliance with
certain areas of the Code, together with
cross-references to other sections of this
annual report where further information
can be found.
— Workforce engagement (Provision 5):
Colin Clark and Sarah Gentleman are
the designated NEDs responsible for
workforce engagement. A thorough
programme of engagement initiatives
is arranged and an update is provided
to the board twice a year on key themes
and outcomes which contributes to the
decision-making process.
— Whistle-blowing mechanisms
(Provision 6): The audit committee
receives and reviews regular reports on
allegations, including trends information
and investigations. Since all non-
executive directors attend the audit
committee, they all receive the same
reports directly from internal audit. The
board approves the firm’s whistleblowing
policy on an annual basis and further
information is set out on page 93.
— Independence (Provisions 9, 10, 11
and 12): The chairman was considered
independent on his appointment, as
assessed against the criteria set out in
Provision 10 of the Code. The roles of
chairman and chief executive are not
exercised by the same person. Over
half of the directors are independent
non-executives and none have served
for longer than nine years. Colin Clark
is our senior independent director
and meets with other non-executive
directors, without the chairman
attending, yearly to appraise the
performance of the chairman. Further
information about the structure of the
board is set out on page 68.
— Board effectiveness evaluation
(Provisions 21 and 22): A formal
rigorous assessment and evaluation
of the performance of the board, its
committees, its processes and procedures,
and of individual directors including the
chairman is undertaken each year. During
the year, the evaluation was facilitated
by an external professional reviewer,
Independent Audit. Further details about
this external board evaluation exercise,
its methodology, recommendations and
actions are set out on page 80.
The role of the board and
its committees
The board’s primary role is to provide
effective leadership and direction
for the firm as a whole, and to ensure
that the firm is appropriately managed,
delivers long-term shareholder value
and contributes to wider society. It
establishes the firm’s purpose and
strategic objectives, and on an ongoing
basis monitors management’s performance
against those objectives. The board also
supervises the firm’s operations, with
the aim of ensuring that it maintains
a framework of prudent and effective
controls which enables risks to be properly
assessed and appropriately managed. The
board acknowledges its role in assessing
the basis upon which the firm generates
and preserves value over the long term. It
spends time during the year, in scheduled
board meetings, during its annual strategy
discussions and in other sessions with
senior management and stakeholders,
considering how opportunities and risks
to the future success of the firm’s business
should be addressed, alongside discussions
on the sustainability of the firm’s model.
Further information on these considerations
can be found in the strategic report of this
annual report.
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Rathbones Group Plc Report and accounts 2021
Governance Board meetings
Most scheduled board meetings are
preceded by a board dinner which allows
for broader discussions on particular
topics The board dinners also provide
an opportunity for the board to meet
members of the management team or
to receive training. In the months where
no formal board meeting is scheduled,
an informal meeting of the non-executive
directors, the chair and the chief executive
is generally held. The non-executive
directors also have informal meetings in
the absence of the chair or chief executive.
The roles of the chairman, the chief
executive, the senior independent director
and the non-executive directors have been
clearly defined and agreed by the board to
ensure a separation of power and authority.
During the pandemic, it was important that
the board continued to meet informally
outside of board meetings and virtual
board sessions were introduced.
At every board meeting, the chief executive
updates the board on the implementation
of strategy and recent developments. The
group finance director reviews the financial
performance and forecasts against plan
and market expectations. The chief risk
officer updates the board on key risk areas
and any emerging regulatory issues which
impact the business. The board is updated
on shareholder sentiment and significant
changes in the share register. In addition,
members of the executive committee
attend meetings as required to present
and discuss progress in their individual
businesses and functions.
Another key function of the board is
to define, promote and monitor the
company’s culture and values. It also
ensures effective engagement with
shareholders and other stakeholders.
When making decisions, the board has
regard to the interests of a range of
stakeholders, including employees,
customers, clients and shareholders, as
well as its broader duties under section 172
of the Companies Act 2006.
Code principles
Leadership and purpose
Our purpose
Chair’s statement
Stakeholder engagement (s172)
Board of directors
Group executive committee
Workforce engagement
Division of responsibilities
Corporate governance framework
Division of responsibilities
Operations of the board
Composition, succession,
and evaluation
Board induction
Board diversity
Board and board committee
evaluation
Nomination committee report
Audit, risk and internal control
Viability statement
Risk committee report
Audit committee report
Statement of directors’
responsibilities
Remuneration
Remuneration committee chair’s
annual statement
Remuneration outcomes for 2021
Directors’ report
2
4
10
72
75
84
68
68
77
79
79
80
95
53
86
90
115
99
99
112
Operations of the board
The board has a rolling agenda, which
ensures that key matters are addressed.
The board held seven scheduled meetings
during the year, a strategy day and a
number of additional formal and informal
meetings. The chair and the company
secretary manage board and committee
meetings and ensure that the board (and
particularly the non-executive directors)
receive appropriate and balanced
information. The company secretary
manages the timely circulation of
information to the board. All board papers
are prepared by executives and clearly
indicate any action required. As part of the
annual board evaluation process, board
members provided input on the level and
quality of the information that is provided.
In addition, the company secretary ensures
board procedures are complied with and
applicable rules are followed.
The company secretary facilitates the
induction process for new directors,
assists with their professional
development and advises the board on
corporate governance matters and on the
rules and regulations that affect a UK-listed
company. The appointment or removal
of the company secretary is a matter for
the board.
Independence
The board, on the recommendation of
the nomination committee, considers
that all of the non-executive directors
are independent, including the chair. All
board members are required to disclose
any external positions or interests which
might conflict with their directorship of
Rathbones prior to their appointment so
that any potential conflict can be properly
assessed. The board has regard to the fact
that experienced non-executive directors
in financial firms are a valuable resource
and may sit on several boards. Potential
conflicts of interest of non-executive
directors can generally be managed by
due process and common sense.
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Corporate governance report continued
Q&A with our new chair
What attracted you to the role
of chair at Rathbones?
Rathbones is a well-established firm
with a long and distinguished history.
Its strong position in the markets it
serves will allow us to take advantage
of future growth opportunities. The
role required a chair that has overseen
considerable of change across the
industry and one willing to assist in the
direction of the overall business in a
very competitive environment.
What skills and experience
will you bring to the board?
I have worked in very complex
organisations, both as an executive
and non-executive; delivering change.
I have managed significant stakeholders,
possess strong negotiation skills and a
broad range of strategic and management
skills. As a chair, it is important to
be independent, a team player and
supportive but at the same time have the
ability to ask difficult questions, probe, be
persistent, and scrutinise decisions taken
on behalf of all of our stakeholders.
As always, the board members participate
in the annual board evaluation in line
with the Code to assess the effectiveness
of the board and consider where
improvements can be made. This year,
Independent Audit undertook our
externally facilitated board evaluation.
It recognised that the board comprised
a highly experienced group of non-
executive directors with a strong skillset,
a diverse range of viewpoints, capable of
healthy challenges, and an appreciation
for our stakeholders. For further details,
please see page 80.
What are the key challenges and
opportunities for Rathbones in
the year ahead?
Looking ahead, key challenges and
opportunities are:
Delivering on our proposition
We provide a personal service that brings
empathy, reassurance and builds trust
with clients and advisers through a
quality investment and advice process
that stands up to scrutiny and, most
importantly, delivers value. We are able
to provide strong propositions across
different client groups and we will look
to further strengthen these propositions.
Delivery of the change programme
The change programme continues
to move forward. Rathbones has the
opportunity to enhance productivity
across the organisation through process
enhancement and infrastructure
improvement. Our strong organisation
and management team will serve us
well to manage change over the next
few years.
Maintaining organic growth
We are now in a position to leverage
from a more stable base and drive
growth throughout the group.
Through our specialist teams,
operational efficiency and investment
in faster growth areas, I am confident
that Rathbones will continue to deliver
sustainable organic growth.
What are your initial impressions
of Rathbones following your
induction programme?
Having already spent a year at Rathbones
and having met a number of individuals
during my six-month induction
programme; my first impressions of the
firm is that it provides valuable services
within a culture that is client centric
and entrepreneurial. It operates with a
conservative orientation that respects
rules, is collaborative, supportive and
resilient. It is a firm that continues to
evolve, building its propositions to find
new ways to interact with existing clients,
new clients and to broaden its network
of advisers.
I had a very comprehensive and tailored
induction programme which was arranged
by the chief executive officer and the
company secretary. The induction
focused on:
— The firm’s strategic direction and
priorities whilst operating within
risk appetite
— Understanding the financial
performance of the firm and its
market positioning
— The regulatory environment
— People, culture and values
In addition, induction meetings were
held with the following:
— Executive directors and members of
the executive team
— Key heads of functions including risk
and compliance
— Investors
— Investment managers and
financial planners
— Company brokers and advisers.
What is your view on the
company’s ESG (environmental,
social and governance)
responsibilities?
Rathbones has a strong foundation
of operating responsibly, but there are
further opportunities for us to improve
as we build out our responsible business
programme. Whilst we have always
operated with our stakeholders in mind,
the continued shift in expectations requires
us to respond in a responsible way that will
add value not just to Rathbones business
and our clients, but society as a whole.
At Rathbones, as stewards and allocators
of capital, we recognise that we have a
business responsibility to contribute to
delivering a sustainable society. As such
we are committed to playing our role in
the transition to a net zero economy. At
the heart of our approach is a target to
align to the Paris Agreement goal to limit
global warming to well below 2°C, and
preferably 1.5°C. We seek to do this by
becoming a net zero emissions business
by 2050 or sooner.
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Rathbones Group Plc Report and accounts 2021
Governance Board induction
Our executive and non-executive directors
are offered a comprehensive and tailored
induction programme to introduce them
to the business, industry and regulatory
context. An overview of the programme
is provided above which addresses the
following areas:
— Business review
— Performance and market positioning
— Regulatory environment
— People, culture, and values
Board development
The firm is committed to the training and
development of all employees to ensure
professional standards are maintained and
enhanced. All directors are encouraged to
update their skills and any training needs
are assessed as part of the board evaluation
process. The knowledge and familiarity
of non-executive directors with the firm
are enhanced by full access to senior
management and virtual visits to teams
in London and offices across the country.
The company secretary assists with the
professional development requirements
of the board. In addition, the board receives
mandatory annual training on the
following areas:
— Client Assets and Money (CASS)
— Securities and Exchange Commission
(SEC) obligations
— Internal Capital Adequacy Assessment
Process (ICAAP) and Internal Liquidity
Adequacy Assessment Process (ILAAP)
During the year, the board participated in
a live cyber exercise that was facilitated
by EY and an overview of the exercise is
provided on page 80.
Board diversity
The board acknowledges the benefits
that diversity and inclusion can bring
to the board and to all levels of the
firm’s operations. As such, the board is
committed to the promotion of diversity
and inclusion across the firm and to
ensuring that all employees are
treated fairly.
The board has adopted a board diversity
policy to ensure transparency and diversity
in making appointments to the board on
the recommendation of the nomination
committee. The policy recognises the
importance of having directors with a
range of skills, knowledge and experience,
and embraces the benefits to be derived
from having directors who come from a
diversity of backgrounds, bringing different
perspectives and the challenge needed to
ensure effective decision-making.
The gender and ethnicity balance of the
board are also taken into consideration
when recruiting a new non-executive
director and this is reflected in the current
composition of our board. To achieve
this goal, we engage with only external
search firms which are signatories to the
Voluntary Code of Conduct for Executive
Search Firms for board-level appointments.
During the year, the board was supported
by Spencer Stuart for the recruitment
of two non-executive directors who are
signatories of this voluntary code.
The nomination committee regularly
reviews and evaluates the structure,
size and composition of the board
and is responsible for identifying
and recommending new directors for
appointment. Board appointments are
made following rigorous consideration by
the nomination committee of the balance
of skills, experience, knowledge and
diversity required for the board to operate
effectively as a whole. When considering
board composition and appointments,
the board and the nomination committee
continue to have regard to relevant best
practice and the findings of the Hampton-
Alexander Review and the Parker Review.
In line with the Code, the nomination
committee has oversight of the firm’s
diversity and inclusion programme for all
levels across the firm and a regular update
is provided by management. For further
information on the firm’s diversity
initiatives, please refer to the responsible
business review on page 58.
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Corporate governance report continued
Cyber training for the board
The board has a duty to oversee the
firm’s management of cyber security,
including oversight of appropriate
risk mitigation strategies, systems,
processes, and controls. The board’s
objective is to provide a cyber-safe
environment for our clients and for our
people. The board regularly evaluates
the cyber security risk exposure against
appetite to determine whether the
existing controls framework is
robust enough.
In November 2020, a board session was
held on business resilience and cyber
security which provided an overview
of the business continuity management
framework and discussions around how
cyber incidents may unfold and the role
of the board.
In March 2021, the board took part in
a cyber incident scenario simulation
exercise to help it understand and
prepare its response to a potential cyber
incident. The exercise supported the
practice, evaluate and improve our
cyber incident response plans. The
simulation exercise was carried out with
involvement from the Rathbones crisis
management team and the group
executive committee.
— The exercise was facilitated by EY,
and took place via a virtual platform,
MS Teams
— The exercise moved through a
targeted cyber attack on the
Rathbones’ network and travel
through the major incident and crisis
response team structure to crisis level,
with a ransomware scenario being
presented to the board for a decision
— As the simulation exercise escalated,
sequential but separate MS Teams
meetings were facilitated by EY to
allow discussions between IT/Cyber,
to the major incident management
team, to the crisis management
team, and ultimately to the board,
supported by the CMT leader, selected
subject matter experts and AIG
— AIG, as the company’s insurers,
attended the simulation to support
board level discussions by providing
advice on remediation, forensic
analysis, legal services and bringing
in extortion advisers
— The board played an integral part in
the exercise by understanding and
rehearsing their role in the decision-
making framework for a salient cyber
security attack. Following the
conclusion of the simulation exercise,
a debrief session was arranged and
facilitated by EY for all participants.
Outputs from the session will be
reviewed and key learnings have been
incorporated into our ongoing cyber
security training.
Board and board committee
evaluation
The board’s effectiveness is reviewed
and assessed on an annual basis.
In accordance with the Code, an
externally facilitated evaluation needs to
be completed every three years. During
the year, Independent Audit were selected
to complete this exercise. Independent
Audit have no connection with the firm
or to our directors.
The purpose of the evaluation was to
conduct a comprehensive review and
evaluate how the board and its committees
operate as compared to current best
practice corporate governance principles
and in accordance with the UK Corporate
Governance Code guidance. The evaluation
also compared the board with sector and
market cap peers. A comprehensive brief
was given to Independent Audit by the
senior independent director and company
secretary. All board members were
requested to complete a questionnaire
focused on board dynamics, strategy, ESG,
culture and stakeholders. It also covered
the three main committees of the board.
Independent Audit observed the main
board and committee meetings and
completed a thorough review of the
meeting materials.
Subsequently, a report was prepared and
was discussed with the senior independent
director and chair and subsequently
discussed by the board. Feedback was
also provided to committee chairs on
the performance of each committee.
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Governance Overall, the review found the Board had
a number of important strengths which
included the following:
— Board dynamics are characterised
by inclusive discussions based on
collaborative relationships. The NEDs
provide firm challenge but also support
to the executive team.
— Executives respond constructively to
questions and they provide the NEDs
with good insight into the business
— The board’s succession plans have been
considered and implemented smoothly
— The board engages well with the
workforce and it gains accurate
and improving insight from the
culture dashboard
— The risk debate is of a good quality
with strong input from the second line
of defence
— The audit, group risk and remuneration
committees are all functioning well and
benefit from being led by strong chairs.
Suggestions for areas for the board to
develop included:
— Competitor analysis: bringing this
analysis more clearly to bear in
strategic debates
— developing ESG requirements into
the strategy and operation of the firm
— Agendas and papers: continuous focus
on improvement
— Diversity and inclusion: gender diversity
is good at the board level, but more can
be done on diversity in its broader sense
across the firm.
— Hybrid meetings: Improvements can
be made in technology and meeting
protocols to help the smooth running
of meetings.
In addition to the board evaluation
process, the senior independent director
led a separate performance review in
respect of the chair which involved
a discussion with the non-executive
directors, excluding the chair, and
separate consultation with the chief
executive. The senior independent director
subsequently provided feedback to the
chair on his appraisal which confirmed his
effectiveness. The chair regularly meets
with the non-executive directors and
provides feedback on their performance.
The board also considers that improvements
had been made in the areas identified
in the previous internal and external
evaluations. These improvements focused
on streamlining of board and committee
papers, improved strategic monitoring,
developed a comprehensive culture
dashboard and focus on talent and
succession management across the firm.
Directors’ fitness and propriety
In line with its regulatory obligations,
the firm undertakes annual reviews of the
fitness and propriety of all those in senior
manager functions, including all of the
company’s directors and a number of other
senior executives. This process comprises
assessments of individuals’ honesty,
integrity and reputation; financial
soundness; competence and capability; and
continuing professional development. This
year’s reviews have confirmed the fitness
and propriety of all of the company’s
directors and other senior executives
who perform senior manager functions.
Consideration of matters relating to fitness
and propriety also form an important part
of the board’s recruitment process for
non-executive directors.
Succession planning
The nomination committee is responsible
for both executive and non-executive
director succession planning and
recommends new appointments to the
board. When making board appointments,
the board seeks to ensure that there is a
diverse range of skills, backgrounds and
experience, including relevant industry
experience. Further information is included
in the nomination committee report.
Board committees
Details of the work of the principal board
committees are set out in the separate
reports for each committee, which follow
this report.
Accountability
The statement of directors’ responsibility
for preparing the report and accounts is set
out at the end of this governance section.
Within this, the directors have included
a statement that the report and accounts
present a fair, balanced and understandable
assessment of the group’s position and
prospects. To help the board discharge
its responsibilities in this area, the board
consulted the audit committee, which
advised on the key considerations to
comply with best practice and the Code’s
requirements. Following the committee’s
advice, the board considered and
concluded that:
— the business model and strategy were
clearly described
— the assessment of performance
was balanced
— the language used was concise,
with clear linkages to different parts
of the document
— an appropriate forward-looking
orientation had been adopted
The directors’ report on viability and the
going concern basis of accounting, which
the directors have determined to be
appropriate, can be found in the strategic
report, which also describes the group’s
performance during the year.
Risk management
In accordance with the Code, the board
is required to monitor the firm’s risk
management and internal control systems
on an ongoing basis and carry out a review
of their effectiveness and report on this
review to shareholders. Details of the
company’s ongoing process for identifying,
assessing and managing the principal risks,
including any emerging risks, faced by the
firm are contained in the risk management
section on page 46, together with details
of those principal risks and their related
mitigating factors. Whilst the board retains
overall responsibility for the firm’s risk
management and internal control systems,
it has delegated oversight to the audit and
group risk committees.
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Corporate governance report continued
The group’s financial controls framework
is designed to provide assurance that
proper accounting records are adequately
maintained and that financial information
used within the business and for
external publication is reliable and free
from material misstatement, thereby
safeguarding the company’s assets.
The board receives regular reports from the
chair of the group risk committee and chief
risk officer on the key risks facing the firm
that impact on operational and financial
objectives. This assessment is completed
together with assurance that the level of
risk retained is consistent with and is being
managed in accordance with the board’s
risk appetite. These reports include current
and forward-looking assessments of capital
and liquidity adequacy and a summary
‘risk dashboard’ is presented. Also, during
the year the board reviewed and approved
the operational risk assessment process for
the 2021 ICAAP document, which includes
a capital assessment of financial, conduct
and operational risks.
The board assesses the effectiveness of the
firm’s internal controls on an annual basis
and a report is provided for consideration.
The report is considered one element of
the overall assurance processes, and the
board also considers other sources, which
include reports emanating from first line
of defence and second line of defence
assurance teams, including group
compliance, anti-money laundering
(AML), as well as investment risk and
information security.
A risk-based approach drives internal
audit coverage, and, over the course of the
year, review work by the function covers
all material controls across the firm
including compliance, operations and
finance. The observations arising from this
work form the basis for the annual internal
audit opinion.
Engagement with shareholders
The firm has a comprehensive investor
relations (‘IR’) programme to ensure that
current and potential shareholders,
as well as financial analysts, are kept
informed of the firm’s performance and
have appropriate access to management
to understand the company’s business and
strategy. The firm arranges a programme
of meetings, calls and presentations around
the financial reporting calendar, as well
as throughout the year. The firm also
regularly seeks investor feedback, both
directly and via the group’s corporate
brokers, which is communicated to
the board and management.
The board is regularly updated on the IR
programme through an IR report, which
is produced for each board meeting and
summarises share price performance,
share register composition and feedback
from any investor meetings. The board
believes it is important to maintain
open and constructive relationships
with shareholders and for them to have
opportunities to share their views with
the board. The chief executive and group
finance director engage with the group’s
major institutional shareholders on a
regular basis. In addition, the chair meets
with major institutional shareholders to
discuss matters such as strategy, corporate
governance and succession planning.
Feedback on these meetings is provided
to the board during the course of the
year. Our committee chairs engage with
shareholders on material matters. There
were no such matters for discussion
during 2021.
The chair of the remuneration committee
takes part in consultations with major
institutional shareholders on remuneration
issues from time to time, including an
extensive consultation on the review of
the directors’ remuneration policy that was
submitted to shareholders at the 2021 AGM.
We have continued to engage on executive
remuneration matters with investors and
members of staff during the year.
Investor relations activity in 2021
included the following:
— 2021 year-end results
— UK investor roadshow and
analyst presentation
— Q3 trading update
— analyst call
— AGM
— 2021 interim results
— UK investor roadshow and
analyst presentation
Shareholder meetings
We welcome shareholders to our AGM
in May each year. At every AGM our
shareholders are given an overview
of the progress of the business and
outlook for the year. This is followed by
the opportunity for shareholders to ask
questions about the resolutions before
the meeting and about the business
more generally.
The board hopes that the firm will be able
to return to a more typical AGM this year.
The AGM is scheduled to take place in
May 2022 and we currently intend to hold a
‘hybrid’ meeting that enables shareholders
to attend and participate in the business
of the meeting either in person or online.
Further details will be set out in the
Notice of AGM sent to shareholders in
due course but the company believes that
this new form of meeting will allow more
shareholders to join the meeting and
discuss the performance of the group
with the board. The board acknowledges
the importance of shareholders receiving
presentations from the board at the
meeting and being able to ask questions
on the business of the AGM and the
performance of the group. The company
will provide a means for them to ask
questions of the directors. All voting
at general meetings of the company
is conducted by way of a poll. All
shareholders have the opportunity
to cast their votes in respect of
proposed resolutions by proxy, either
electronically or by post. Following the
AGM, the voting results for each resolution
are published and made available on the
company’s website.
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Rathbones Group Plc Report and accounts 2021
Governance Monitoring the firm’s culture
The board recognises the critical
importance that culture and values
play in the long-term success of the firm,
and therefore the role of the board in
monitoring and assessing culture.
The board acknowledges the
importance of individual directors,
and the board as a whole, acting with
integrity, leading by example and
promoting the desired culture. The
board spends time monitoring, and
satisfying itself as to, the alignment
of the group’s purpose, values and
strategy with its culture. During the
year, the board monitored, assessed and
promoted the group’s culture, including
in the following ways:
— half yearly reviews and discussion
of the culture dashboard, which
included setting out an assessment
of culture, and conduct metrics across
the firm focused on the key drivers
— regular updates to the board on
— encouraging and enabling eligible
external guidance and insight on
culture, including from regulators
and industry bodies, which are
used by the board to benchmark
the group’s approach and plans
— feedback received from employees
across the group in regular employee
opinion surveys
— updates on activities across the
group in relation to culture and
values, including employee
training programmes
— consideration of culture, behaviour
and conduct issues by the remuneration
committee on assessing the ESPP
award to executives
— review of the group’s
whistleblowing arrangements
— regular direct engagement with
employees as part of the board’s
workforce engagement programme,
including site visits and participation
in employee meetings
employees to participate in schemes
to promote share ownership. Eligible
employees are able to participate
in the group’s Save As You Earn
(‘SAYE’) and Share Incentive Plan
(‘SIP’) schemes, which provide
cost-effective opportunities for
employees to acquire shares in
the company.
The activities described above have
allowed the board to effectively monitor
the group’s culture during the year and
to ensure that culture continues to be
aligned with the group’s purpose, values
and strategy. Strengthening the board’s
cultural dashboard has continued
during the year, with work undertaken
to enhance a number of KPIs. The main
themes arising from the dashboard,
align with the feedback received from
the employee engagement survey and
workforce engagement initiatives.
Key drivers of
corporate culture
S172 elements
The ongoing assessment of the contribution
of culture and values to the group’s long-term
success remains a key focus for the board.
Our culture dashboard reports on key drivers
of our culture which include leadership,
clients, people, attitude to change and
interaction with various stakeholders.
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Corporate governance report continued
Workforce engagement
with the board
Colin Clark and Sarah Gentleman are the two designated non-executive directors responsible for gathering
employee feedback. A workforce engagement framework was developed using existing employee engagement
activities already in place to provide a range of opportunities to engage directly with employees and receive
feedback. The framework takes account of guidance and suggestions published by the FRC in this area and
is illustrated below:
Our workforce engagement structure
Our activities
Board
— listen to the views and
feedback of employees
— analyse the information
and take into consideration
inputs during its decision-
making process
— communicate key
messages and actions
across the firm
Workforce
— contribute to engagement
initiatives and provide
feedback to the board
— collaborate with the
board and NEDs on
implementing initiatives
— able to influence new
working practices and
processes across the firm
Designated
non-executive
directors (NEDs)
— be identified and accessible
to the workforce
Workforce
engagement
structure
Management of
workforce programme
— review and analyse
workforce feedback
from various initiatives
— engage with segments of the
workforce on a quarterly basis
— communicate the workforce’s
feedback and messages to
the board
— ongoing and regular dialogue
with group executive
committee/chief executive on
workforce themes arising from
these initiatives
— prepare and discuss
findings with designated
NEDs and agree
recommendations
for the board
— support in delivery of
the annual engagement
programme
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Rathbones Group Plc Report and accounts 2021
The size and format of
discussions is determined
by the stated objective of
the board’s engagement.
A summary of our activities
is provided below:
Annual
employee survey
Virtual board
branch visits
CEO
team visits
Virtual employee
townhalls
Numerous NED
drop-in sessions with
employees across
the country
Governance The two-way dialogue between the
board and employees is facilitated by a
combination of engagement methods,
which in normal circumstances would
include face-to-face contacts through
meetings, site visits and attendance at
employee events. These tools complement
the established annual all-employee survey
process and the board’s review of findings.
The adoption of a diverse range of listening
channels has been based on the principle
that everyone in the firm should have a
voice, and is consistent with employee
feedback of the benefit of multiple
platforms to raise areas for discussion. In
turn, it supports the board in gathering a
fair and representative view of the issues
which are important to employees and
builds an appreciation of how these may
differ by role and geography. Engagements
can be classed as formal and informal, with
both required to identify ongoing themes.
Typically, the formal approach is used to
gather a structured and holistic view across
a large population of individuals at a point
in time. The board’s informal methods
provide a greater depth of feedback, truer
understanding of underlying sentiment
and support the development of
constructive relationships with employees.
An overview of the themes and feedback from our workforce engagement programme is detailed below:
Communication
— communication from the very top is clear
and concise
— there is clarity over our approach to the
pandemic and hybrid working
— there is a lot of communication across the firm
and this makes me feel included and respected
and part of the Rathbones family
— continue with the communication as it helps
employee engagement, there could be more
updates on our strategy
— don’t go quiet on the responsible and diversity
agenda, there’s so much more to do and it’s
here to stay
Hybrid working
— Great that they want to implement a ‘hybrid’
style of working. Very forward thinking
— I feel that Rathbones has reacted quickly to
concerns about new virus variants and adapted
its approach
— Rathbones have got it right with returning to
work, very sensible approach focused on the
safety of their people
— A number of advantages with hybrid approach;
improved productivity and flatter organisation
as a result of home working
— Challenge for management will be to maintain
the firm’s excellent culture and ensuring a
smooth return to the office model
Our people
Change
— I am grateful to be able to speak openly
to my line manager about current and
upcoming changes at work
— senior management provide great
reassurance in the way they communicate
change and delivery
— the transition/change agenda at Rathbones
is being managed smoothly and effectively
— Rathbones are listening to feedback and
things are changing
— the change programme needs to deliver
tangibles in order to improve the client
journey, efficiency of working and
service delivery
Strategic direction
— everyone in Rathbones counts and senior
management is leading by example
— I’m impressed with the amount of
briefings that are available and in my view
helps everyone understand the strategies
of senior leadership
— management recognise that tech is not
just the best way to grow but also essential
to survive
— acquisition of Saunderson House will offer
new services to clients
— relative to a year ago there are a lot of
improvements: more of a collegiate feel
to the business, winning more business,
improved confidence, technology is
much better
Details of how the board responded to these themes can be found in the board activities section on page 69.
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Group risk committee report
Group risk
committee report
Terri Duhon
Chair of the group risk committee
Roles and responsibilities
The key activities of the committee are to provide oversight on the
firm’s risk appetite and framework. To do this we:
— review and discuss reports from the risk team on risk appetite
issues and advise the board accordingly
— discuss significant loss events, complaints and near misses,
the lessons learned and management action taken
— review end-to-end process risk assessments undertaken and
any resulting internal control enhancements
— advise the board on the risk aspects of proposed major
strategic change
— review (prior to board approval) key regulatory submissions
including the Group Internal Capital Adequacy Assessment Process
(ICAAP) and the Internal Liquidity Adequacy Assessment Process
(ILAAP) documents
— receive reports from first line risk owners on risk management and
improvements to controls and processes.
Full terms of reference for the committee are reviewed annually and
are available on the company’s website.
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Rathbones Group Plc Report and accounts 2021
Group risk committee chair’s
annual statement
On behalf of the board, I am happy to
present the group risk committee report
as its chair.
Over the last 12 months, I have been
pleased with the way in which the firm
has managed its key risks effectively as we
continue to operate in a new and unique
COVID-19 environment. Notwithstanding
the challenges associated with the
pandemic, the committee and the
firm have continued to progress against
the broader risk agenda whilst taking all
our key stakeholders into account.
During 2021, the committee considered
the firm’s operational resilience program,
a new risk and control self-assessments
framework, the evolution of the conduct
risk framework in addition to the ICAAP,
ILAAP, resolution pack and various
operational stress scenarios which
had been updated to take into account
the impact of COVID-19. The committee
also continued to focus on monitoring
the firm’s investment portfolios
outcomes, investment process,
suitability and people risk.
The committee also regularly considers
emerging and thematic risks that may have
a material impact on the group. In 2021,
the committee reviewed the firm’s digital
transformational plans and cyber program.
Acquisition and integration risk was also
reviewed to support the acquisition of
Saunderson House. Further information
can be found in the key risks and
mitigations section of the strategic
report set out on page 46.
The following sections set out the
committee’s membership, its key
responsibilities and the principal areas
of risk upon which we have focused
during the year.
Governance Committee meetings
Following the 2021 AGM, Jim Pettigrew
retired from the board and, in October 2021,
the firm welcomed two new non-executive
directors to the board and to the committee,
Iain Cummings and Dharmash Mistry.
Our current members are the independent
non-executive directors, who met formally
on five occasions during the year and
informally three times to review key
regulatory reports. In addition to the
members of the committee, standing
invitations are extended to the chair,
the executive directors, the chief risk
officer, the chief operating officer, the
managing directors and the head of
internal audit. All attend committee
meetings as a matter of course and
inform the committee’s discussions.
Other executive committee members
and risk team members are invited to
attend the committee from time to time
as required to present and advise on
reports commissioned.
Committee activity in 2021
In addition to reviewing the risk register, emerging risks, investment risk
programme progress, suitability programme progress, operating risk overview
and financial risks at each meeting, the list below summarises the key issues that
the committee considered at each of its meetings during the year in addition to
any other standing reports.
February 2021
— Review of the suitability 2021 plan
— Oversight and approval of the ICAAP
2021 operational risk scenarios
— Approval of the compliance and
operational risk 2021 plans
— Review of the firm’s group
policy framework
— Review of the firm’s reputational
risk policy
— Discuss firm’s operational
resilience report
— Discuss and review the ICAAP
capital stress testing model
— Risk review of business units
September 2021
— Discuss the firm’s people risk profile
— Spotlight on conduct risk framework
— Approval of the ICAAP and reverse
— Review the firm’s cyber security
stress testing
— Approval of the ILAAP, liquidity
reverse stress testing, and liquidity
contingency plan
— Review of the firm’s operational
resilience plans
November 2021
— Review and approve the 2021
recovery plan and resolution pack
— Approval of risk management
policy statement
— Annual approval of the firm’s risk
appetite statement and risk taxonomy
— Discuss the strategic risk profile of
the group
— Risk review of business units
— Spotlight on the data and digital
change program
2021 plan
April 2021
— Review of the firm’s strategic
risk profile
— Review of the ICAAP operational
risk capital
— Review of the firm’s conduct
risk framework
— Review and approval of the Pillar 3
public disclosure document
— Approval of the resolution pack
— Risk review of business units
— Review of the firm’s conduct
risk framework
July 2021
— Discussion and approval of the
ICAAP operational risk capital
— Discuss firm’s people risk profile
— Discuss outcomes from vulnerable
clients’ assessment
— Discuss and review the annual
report from the money laundering
reporting officer
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Group risk committee report continued
Focus on cyber crime has continued to
increase as we remain alert to the risk, with
the committee receiving regular updates
over the course of the year with the
support of external parties. In order to
continue to mitigate this risk, we continue
to upgrade our detection and monitoring
capabilities and provide training to all
employees. During the year, the board
conducted a cyber simulation exercise
and details of this event can be found on
page 80.
We have also discussed the risks presented
by climate change and I have received
various updates throughout the year
on the group’s progress in developing
a regulatory-compliant climate risk
framework. This remains an area of
increasing focus, both within the group
and across the industry more broadly.
Ensuring that we are fully compliant
with the numerous and ever-changing
regulatory requirements for financial
services firms remains challenging.
We engage actively with regulators
and industry bodies to ensure that
our compliance framework remains
appropriate and relevant for all of our
businesses. Also, our compliance team
works closely with first and second line
colleagues, providing regulatory advice in
support of our business strategies, as well
as shaping policies, delivering training and
conducting assurance reviews.
I frequently meet with the chief risk officer
in a combination of formal and informal
sessions throughout the year. I also
meet with senior management across all
divisions of the group including the risk
and compliance division discuss the
business environment and to gather
their views of emerging risks.
The committee has an agreed annual
standing agenda to cover key risk items
in the year, which are required to be
addressed in accordance with the terms
of reference. The committee always starts
with the chief risk officer’s report which
covers the second line risk view, followed
by reports from management which give
the first line risk view. We then hear about
financial risks, and finally internal audit
gives any thoughts at the end of the
meeting to cover the third line risk view.
Prior to each meeting, I agree the agenda
with the chief risk officer and the company
secretary to identify key issues impacting
on the firm that may require the
committee’s attention, which either
become ad hoc agenda items or standing
agenda items depending on the issue.
The committee undertakes a robust
assessment of both the principal and
emerging risks facing the group over the
course of the year, and reviews reports
from the risk and compliance function
on the processes that support the
management and mitigation of those risks.
As part of the ongoing review process, a
specific assessment of the principal risks
and emerging risks and uncertainties
facing the group is also carried out by
the committee, including those that
would threaten its business model,
future performance, solvency or liquidity.
A summary of the group’s principal risks
and emerging risks and uncertainties is
provided on page 49.
The committee is also responsible for
the inputs, outputs and the process
followed to produce the following key
regulatory reports:
— Internal Liquidity Adequacy Assessment
Process (ILAAP)
— Internal Capital Adequacy Assessment
Process (ICAAP)
— Pillar 3
— Resolution and Recovery.
Committee effectiveness
An evaluation of the committee’s
effectiveness was undertaken during
the year as part of the external board
effectiveness review. The review found
that the committee operated well
and ensured that the firm’s risks were
sufficiently analysed during the year.
In addition, the committee is satisfied
that it has access to sufficient resource
to enable it to carry out its duties and
continue to perform effectively.
Committee activity in 2021
The risk function continues to evolve with
the three lines of defence model now well
established and a mature and effective risk
management framework in place. The risk
design has been strengthened further with
both the recruitment and development
of additional skills and resource in 2021,
particularly in the areas of conduct, data
protection and financial risk.
The committee has delivered on all of its
planned objectives for the year. There has
been particular focus on the firm’s risk
appetite framework particularly given
the programme of change ahead. Also,
the committee continued to focus on
conduct risk, controls and processes, and
the increased risk of fraud. Following the
appointment of our chief people officer,
the committee initiated a review on people
risk as it is a key driver to deliver the firm’s
strategy to its various stakeholders.
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Governance
Looking ahead to 2022
In reviewing the committee’s priorities
for the coming year, consideration will
be given to the following areas:
— Continued focus on the firm’s
investment and suitability processes
— Continued focus on operational
resilience
— Oversight of the firm’s digital change
programme
— Oversight of the information and
cyber security
— Continued focus on climate change risk
— Continued focus on investment and
suitability risk
— Saunderson House integration
Terri Duhon
Chair of the group risk committee
23 February 2022
A number of areas of operational and
financial risks were stressed again this
year as part of the annual ICAAP and
ILAAP. These conversations were
particularly robust given not only
the market moves that occurred
at the beginning of the pandemic but
the changing competitive landscape in
the wealth management space globally.
Following extensive debate and challenge,
the committee and board were satisfied
that the group’s business model
and allocated risk appetite remained
appropriate. This is an important outcome
given the number of change management
programmes underway across the group.
The committee also continued its
focus on investment risk throughout
the year, looking at improved
management information, processes
and governance enhancements.
Regarding Brexit, while it was a large focus
of the committee over the past several
years, the work and planning of the group
prior to the event, means that we have
been able to reduce our focus on this topic.
Finally, the links between culture, risk and
remuneration are fundamental. The risk
committee chair and chief risk officer
have provided input to the remuneration
committee to ensure behaviours and
the management of risk during the
year were considered in remuneration
committee decisions. In 2022, we have
also decided to formally review the
remuneration programs from a risk
perspective in the committee as part of
one of our regular people risk updates.
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Audit committee report
Audit
committee report
James Dean
Chair of the audit committee
Roles and responsibilities
The key activities of the committee are:
— provide oversight of the firm’s financial performance and reporting,
announcement of results and significant judgement areas
— review the firm’s whistleblowing arrangements and ensure
appropriate and independent investigations on matters
— review the effectiveness of the firm’s internal controls and of the
internal audit function
— oversee the appointment, performance and remuneration of the
external auditor, including the provision of non-audit services to
the firm
Full terms of reference for the committee are reviewed annually and
are available on the company’s website.
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Rathbones Group Plc Report and accounts 2021
Audit committee chair’s
annual statement
The audit committee’s key role is to
ensure there is confidence in the integrity
of our processes and procedures as they
relate to internal financial controls and
corporate reporting. The board relies on
the committee to review financial reporting
and to appoint and oversee the work of the
internal and external auditors.
The committee has again had a full
agenda and continued to focus on the
key matters across its principal roles and
responsibilities, including overseeing the
additional and ongoing impacts of the
COVID-19 pandemic. Focus has been
given to challenging the key accounting
judgements across the group, assessing
the integrity and fair presentation of
the group’s external financial reporting
and reviewing the maintenance and
effectiveness of the group’s internal
control framework. The committee has also
monitored the activities and performance
of internal and external audit, along with
oversight of non-audit services. Also, the
committee is grateful for the support of
management and Deloitte, as external
auditor, in promoting the integrity of the
firm’s financial results. We welcome the
BEIS consultation on proposed changes
to audit and corporate governance and will
continue to monitor these proposals as the
conversation evolves.
The committee has considered a wide
range of topics with a focus on the
following areas:
— Analysis of the firm’s financial
reporting with particular consideration of
accounting judgements made during the
preparation of the financial statements
— Review of the firm’s client assets
sourcebook (CASS) audit
and submissions
— Review of the BEIS consultation on
audit and corporate governance
— Review of Speirs & Jeffrey earn-
out consideration
— Review of the accounting implications
following the acquisition of Saunderson
House
— Approval of the firm’s whistleblowing
policy
Governance Committee activity in 2021
Below is a summary of the key issues that the committee considered at each of its meetings during the year.
January 2021
— Review of the report and accounts
— Review of the year-end areas of key judgements for
the annual report
— Review of Speirs & Jeffrey earn-out consideration
— Review of 2020 internal audit plan and 2021 internal
audit cycle
February 2021
— Approval of the report and accounts
— Assessment of going concern and the viability statement
— Assessment of the report and accounts being fair,
balanced and understandable
— Review of the firm’s distributable reserves and dividend
policy for 2021
— Year-end external audit report and audit opinion
— Review of accounting judgements and fraud controls
— Review and approval of representation letter
— Review of external auditor’s letter of independence
April 2021
— Review and approval of the firm’s CASS submission
— Review and approval of the Q1 interim
management statement
October 2021
— Review and approval of the Q3 interim
management statement
— Review of internal audit plan for 2021 and completed
assessments across the firm
— Review of and input to the development of the
internal audit plan for 2022
— Review of the FRC external audit quality inspection report
— Approval of committee’s terms of reference
November 2021
— Review of key judgements and provisioning for the
year end
— Review of audit and non-audit fees for the year
— Review of internal audit plan for 2021 and approval of
the 2022 internal audit plan
— Review of corporate governance changes for the year
February 2022
— Review and approval of the report and accounts
— Review of the TCFD summary included in the annual report
— Review of key judgements for the annual report
— Assessment of going concern and the viability statement
— Assessment of the report and accounts being fair, balanced
— Review and approval of the external auditor’s letter
and understandable
of engagement and audit fee
— Review of the firm’s distributable reserves and dividend
— Review of internal audit plan for 2021 and completed
policy for 2022
assessments across the firm
— Review of the BEIS consultation on audit and
corporate governance
— Review and approval of the internal audit charter
July 2021
— Approval of half-year report for 2021
— Assessment of the firm’s statement of going concern
— External auditor’s half-year review
— Proposed external audit plan for the year end
— Annual review of audit and non-audit fee policy
— Annual review of the whistleblowing policy and report
— Review of Speirs & Jeffrey earn-out consideration
— Review of the accounting treatment of the Saunderson
House acquisition
— Review and approval of the firm’s ISAE3402 report
— Review of Alternative Performance Measures (‘APMs’)
— Review of results of 2021 internal audit plan and annual
opinion on controls
— Consider a report on risks and controls prepared by a
the risk function
— Consideration of year-end external audit report and
audit opinion
— Review and approval of representation letter
— Review of external auditor’s letter of independence
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Audit committee report continued
Committee meetings
The committee is comprised solely of
independent non-executive directors,
who met on seven occasions in 2021
(2020: seven).
During the year, at the AGM in May,
Jim Pettigrew did not seek re-election
as a director and stepped down from
the committee. I would like to extend my
thanks to Jim for his extensive contribution
to the committee over the last four years.
Following their appointments to the board
in October, both Iain Cummings and
Dharmash Mistry were appointed
members of the committee. The
qualifications of each of the members
of the committee are outlined in
the biographies on pages 72. The
committee brings a diverse range of
experience in finance, risk, control and
business, with particular experience in the
financial services sector. The composition
of the committee satisfies the relevant
requirements of the UK Corporate
Governance Code. The board has
confirmed that the members of the
committee have the necessary expertise
required to provide effective challenge to
management. The board also considers
that I have the appropriate recent and
relevant experience.
In addition to the members of the
committee, standing invitations are
extended to the chairman, executive
directors, chief risk officer, head of internal
audit, group financial controller, and the
external audit partner and manager. Other
executives and external advisers are invited
to attend the committee from time to time
as required to present and advise on reports
commissioned. During 2021, the audit
committee met with the external auditor
and head of internal audit without
management present. These meetings
provided an opportunity for any matters
to be raised confidentially.
During the year, I have regular meetings
with the group finance director, company
secretary, head of internal audit and
the external audit partner to discuss key
audit-related topics ahead of each meeting
and discuss the agreed standing agenda.
Committee effectiveness
As described in more detail on page 80,
an external evaluation of the board and
its committees was undertaken during the
year in line with the requirements of the
UK Corporate Governance Code. Overall,
the results confirm that the committee
is operating effectively. The committee
considers that it continued to have access
to sufficient resources to enable it to carry
out its duties during the year.
Risk Management and Control
Effectiveness Review
The Audit Committee reviewed Risk
Management and Control Effectiveness
based on evidence from a number of
sources. Both the Risk Function and
Internal Audit provided the Committee
with an annual report on risks and controls,
based on their independent reviews during
the year. Additionally, external audit firms
provided ISAE3402 reports on their testing
of controls over the core operating systems
supporting the Investment Management
and Funds businesses. Finally, external
audits were performed covering controls
over Client Assets held by regulated
entities in the Group. The Committee
was satisfied that no material weaknesses
were identified and that adequate steps
were being taken to remedy control
deficiencies identified.
During 2022, work will continue to develop
a control self assessment programme,
further enhancing control awareness in
the first line of defence and providing
additional evidence for the Committee
to consider.
Financial reporting
Accounting judgements
The committee spent considerable time
reviewing the interim report and annual
report. The committee discussed and
challenged the key areas of accounting
judgement taken by management in
preparing the financial statements and the
external auditor’s work. This also included
consideration of the internal controls over
financial reporting. The committee noted
that there were no new material standards,
or amendments to standards, relevant to
the group that had become effective for the
reporting period. The key judgement areas
were largely unchanged from the prior
year, reflecting the firm’s adherence to
its business model and consistency of its
approach to financial reporting. COVID-19
has required the committee to discuss at
length with management the continued
appropriateness of the conclusions
reached during the 2020 financial year,
and the implications on reporting in 2021.
The main areas of focus are outlined below.
Each of these matters were discussed with
the external auditor and, where appropriate,
have been addressed in the external
auditor’s report.
Impact of COVID-19
The committee considered the impact of
COVID-19 on the financial sustainability
and operational resilience of the business,
taking into account the additional stress
testing completed as part of the going
concern and viability assessments. As
a result we reviewed our approach for
the interim and year-end results and
considered the following key areas of
focus for COVID-19 impact:
— Impairment of goodwill and client
intangibles
— Market volatility and its impact on
business performance
— Increased risk of fraud
— Going concern and viability
— Impact on operation of key controls over
financial reporting
— Adequate disclosures in the interim and
annual report
Fair, balanced and
understandable statement
On behalf of the board, we reviewed the
financial statements as a whole in order
to assess whether they were fair, balanced
and understandable. We discussed and
challenged the balance and fairness of the
overall report with the executive directors
and also considered the views of the
external auditor. We considered the
overall presentation of the financial
statements, including the use and
prominence of alternative performance
measures, s172 reporting and corporate
governance disclosures, and were satisfied
that the annual report could be regarded
as fair, balanced and understandable
and proposed that the board approve
the annual report in that respect.
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Rathbones Group Plc Report and accounts 2021
Governance The valuation of defined benefit
pension obligations
The committee reviewed the key
assumptions supporting the valuation
of defined benefit pension obligations,
particularly salary increases, investment
returns, inflation and the discount rate,
which are disclosed in note 29 to the
financial statements. We reviewed
the professional advice taken by the
company and discussed the assumptions
used by us and by other companies
with the external auditors. We satisfied
ourselves that the assumptions used
were reasonable and consistent with the
requirements of IAS 19.
Speirs & Jeffrey consideration
Following the second trigger date of the
earn out payment, the committee reviewed
the relevant calculations and challenged
the level of qualifying funds under
management transferred to the firm.
The committee noted that the vendors
had agreed this final payment.
Acquisition of the Saunderson
House group
In October 2021, the firm completed its
acquisition of the Saunderson House
group. We considered the judgement
and estimates made by management
in accounting for the acquisition of the
Saunderson House group. In particular,
we reviewed the estimated valuation
and accounting treatment of the deferred
elements of consideration payable for the
business, the identification and valuation
of the client relationships and other
intangibles acquired and the valuation
of goodwill arising from the acquisition.
Provisions and contingent liabilities
The committee discussed provisions
totalling £15.3 million, which have been
summarised in note 26 to the financial
statements. The main areas of provisions
relate to property dilapidations and
deferred payments to acquire client
relationship intangibles.
Viability and going concern
The committee assisted the board in
determining the appropriateness of
adopting the going concern basis of
accounting and in performing the
assessment of the viability of the firm.
The committee reviewed a paper from
management in support of the going
concern basis and the longer-term viability
of the firm. The committee also assessed
the proven stability of the firm’s business
model which is supported by the results
of internal stress testing, and that the firm
is strongly capitalised, soundly funded
and has adequate access to liquidity. The
committee considered whether a period
of three years remained appropriate
for the viability statement, particularly
when taking into account changes in the
economic, technological and regulatory
environment. Overall the committee
concluded that it remained appropriate to
prepare the accounts on a going concern
basis, advised the board that three years
was a suitable period of review for the
viability statement, and recommended
the viability statement to the board
for approval.
The carrying value of assets
We reviewed the methodology for
valuing assets where a significant
amount of judgement is required,
including intangible assets, particularly
goodwill and the period of amortisation
applied to client relationships.
Impairment of goodwill and client
relationship intangibles
The committee was presented with
the annual goodwill impairment review
and was satisfied that there were no
impairment indicators. A detailed
presentation on the impairment indicators,
methodology and underlying assumptions
used to determine the full impairment of
goodwill and intangible assets acquired
on acquisition in respect of Saunderson
House was reviewed. The committee
also discussed the appropriateness of
the 15 year useful life applied to the
majority of the group’s client relationship
intangibles. The committee challenged
the appropriateness of the assessments,
including discussing the outcome with the
firm’s auditor, and concluded the approach
was reasonable.
Whistleblowing champion
The committee reviews and recommends
the firm’s whistleblowing policy to the
board for approval on an annual basis
and I act as the whistleblowing policy
champion. The firm continues to place a
high priority on employees’ understanding
of the process to enable them to speak out
with confidence when appropriate. The
Committee received and considered the
annual Whistleblowing Report.
TCFD climate risk reporting
The committee reviewed the firm’s TCFD
climate risk disclosure responsibilities as
part of the Annual Report process for 2021.
This exercise ensured that the summary in
the Annual Report met key statutory and
regulatory obligations with clear cross
referencing to the full TCFD report on
the firm’s website.
Restoring trust in audit and
corporate governance
The Committee has, and will continue to,
evaluate the impact of the Department
for Business, Energy and Industry
Strategy (‘BEIS’) consultation and resulting
proposals for restoring trust in audit and
corporate governance on the firm.
Internal audit
Internal audit function
The internal audit function is an independent
and objective team designed to add value and
improve the firm’s operations by providing
assurance that for all areas of the group the
risk management, governance and internal
control processes are operating effectively.
The internal audit function is the third line
of defence within the controls framework,
providing independent and objective
assurance to both senior management
and the audit committee.
The committee reviewed, challenged and
approved the annual internal audit plan,
and amendments made to it during the
course of the year. It received regular
reports on internal audit activities across
the firm, detailing areas identified during
audits for strengthening across the group’s
risk management and internal control
framework. All audits were summarised at
meetings of the committee together with
an update on the progress of remediating
issues identified during audits.
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Audit committee report continued
Reporting and performance review
of internal audit
The committee has authority to appoint
or remove the chief internal auditor, who
reports directly to me. As reported in last
year’s report, a new chief internal auditor
was recruited during the year. I set the
objectives of the chief internal auditor,
appraising his performance against
those objectives and recommending
his remuneration to the remuneration
committee, with advice from the
chief executive.
Internal audit effectiveness
The committee reviews annually
the effectiveness of the internal audit
function and its level of independence.
The evaluation for the year under review
was completed internally and supported
by feedback from stakeholders across
the group. The internal audit function
operates in line with the Chartered
Institute of Internal Auditors’ professional
standard and the Internal Audit Financial
Services Code of Practice. In addition, the
committee routinely ensures the internal
audit function has appropriate resources.
As well as meetings with management,
I have regular meetings on a one-to-one
basis with the chief internal auditor before
audit committee meetings to ensure that
any concerns can be raised in confidence.
2022 Internal audit plan
The committee reviewed, challenged and
approved the 2022 internal audit plan for
the year, and supported the introduction
of a more agile and thematic audit planning
approach. This methodology has facilitated
flexibility to provide assurance over
emerging risks; controls impacted by
COVID-19; transformation and change
activity and to coordinate assurance
activity with other teams across the first
and second line.
In reviewing the audit plan, the
committee continued to assess the
appropriateness of the skills and
experience of the internal audit function
to deliver that plan. The internal audit team
has access to resources from professional
services firms where additional skills and
knowledge are required. Ongoing feedback
on the performance of these co-source
providers was presented to the committee
throughout the year.
External audit
Audit work 2021
The committee has spent significant time
with Deloitte during the year. In particular,
the committee reviewed and challenged
reports from Deloitte, which outlined their
risk assessments and audit plans for 2021
(including their proposed materiality level
for the performance of the annual audit),
the status of their audit work and issues
arising from it. Particular focus was given to
their testing of internal controls, their work
on the key judgement areas and possible
audit adjustments. We can confirm that
there are no such material items remaining
unadjusted in the financial statements.
Following a tender process in 2018, Deloitte
have been auditor to the firm since our AGM in
May 2019. Manbhinder Rana has been the
firm’s lead partner from this date and attends
all meetings of the committee. The committee
confirms that the group has complied
with the Statutory Audit Services for Large
Companies Market Investigation (Mandatory
Use of Competitive Tender Processes and Audit
Committee Responsibilities) Order 2014,
which requires FTSE 350 companies to put
their statutory audit services out to tender
no less frequently than every 10 years.
External audit effectiveness
and appointment
We place great importance on the quality,
effectiveness and independence of the external
audit process. In order to review the external
audit process, including the performance of the
external auditors, feedback is gathered from
both committee members and management.
This process was undertaken by internal
audit. We also reviewed the annual FRC
Audit Quality Inspection report prepared on
our external auditor and discussed this report
with the audit partner.
Auditor independence and
non-audit services
The committee assesses the independence
and objectivity, qualifications and effectiveness
of the external auditor on an annual basis
as well as making a recommendation on
the reappointment of the auditor to the board.
We discussed the independence of the
external auditor, the nature of non-audit
services supplied by it and non-audit fee levels
relative to the audit fee. The policy includes
prohibited services and sets a fee guide that
aims to achieve a cap of 70% of the statutory
audit fee in any year by 2022 following
the appointment of a new auditor. The
committee’s prior approval is only required
where the fee for an individual non-audit
service is expected to exceed £50,000 and
it is on the list of pre-approved services.
Non-audit fees, excluding services
required by national legislation, payable
to the auditor in 2021 were £209,000.
This represents 29.6% of the three-year
average statutory audit fee of £704,000.
Prior to undertaking any non-audit
service, Deloitte also completes its own
independence confirmation processes,
which are approved by the engagement
partner. To provide the committee with
oversight in this area, it submits six-
monthly reports on the non-audit services
it has provided. During the year, the committee
also considered the findings of the FRC’s
Audit Quality Inspection and Supervision
on Deloitte and, in particular, how Deloitte
were addressing the points raised.
Following a formal assessment of the
external auditor’s independence and
objectivity, and taking into account the
views of other key internal stakeholders,
the committee concluded that Deloitte
continued to be independent and objective.
We agreed the external auditor’s fees (which
are shown in note 7 to the financial statements)
and reviewed the audit engagement letter.
We also had discussions with the external
auditor with no management present to
provide an opportunity for any concerns
to be raised and discussed.
Focus for 2022
As well as considering the standing items
of business, the committee will also focus
on the following areas during 2022:
— Review the recommendations
from BEIS on changes to audit and
corporate governance
— Oversee the scope and quality of the
company’s TCFD and ESG reports
and disclosures
— Progress development of a control self
assessment programme
— Develop a Audit and assurance policy
James Dean
Chair of the audit committee
23 February 2022
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Rathbones Group Plc Report and accounts 2021
Governance Nomination committee report
Nomination
committee report
Clive Bannister
Chair of the nomination committee
Roles and responsibilities
The responsibilities of the committee include reviewing the
composition (including the skills, knowledge, experience and
diversity) of the board and making recommendations to the board
for the appointment of directors. The board as a whole then decides
on any such appointment.
The committee also has wider responsibilities for succession planning
and the leadership needs of the organisation, both executive and
non-executive, to ensure the continued ability of the firm to implement
its strategy and compete effectively in the marketplace.
Full terms of reference for the committee are reviewed annually and
are available on the company’s website.
Nomination committee chair’s
annual statement
On behalf of the board, I am pleased to
present my first report of the nomination
committee for 2021. This report sets out
an overview of the committee’s roles,
responsibilities and its key activities
during the year.
In the 2021, non-executive succession and
recruitment has been important for the
committee, following the retirement of
Mark Nicholls as chair in March 2021 and
Jim Pettigrew at the AGM in May. I thank
them both for their significant contribution
to the board and the firm.
The committee adopts a proactive
and structured approach to succession
planning. In the appointments made in the
year, the committee has remained mindful
of board changes that will naturally occur
in the years ahead as directors reach the
end of their terms, and the need to ensure
continuity of knowledge and experience
across the board as a whole. As result
of James Dean reaching nine years of
service on the board, he will not be seeking
re-election as a director at the AGM in 2022
and the committee took this into account
during recruitment process during the year.
The committee plays an increasingly broad
role in ensuring the effective operation and
development of the executive team and
the wider workforce. These factors are
critical to the delivery of our strategy.
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95
Nomination committee report continued
During the year, the committee oversaw
the processes for the appointment of two
new independent non-executive directors:
Iain Cummings and Dharmash Mistry, who
both joined the board on 5 October 2021. For
all searches undertaken by the committee,
arrangements are in place to ensure that
changes to the board are well managed,
with consideration given to candidates
from diverse backgrounds. Further
information on the background and
experience of each of the non-executive
directors can be found in their biographies
on page 72.
The committee also spend time considering
succession planning and talent management
for roles below board level. Once again
this year, we have monitored activities
and initiatives to develop the firm’s talent
pipeline and improve diversity amongst
senior management.
Board succession
During the year, the committee oversaw
the formal and robust search processes
that culminated in the decisions by the
board to appoint Iain Cummings and
Dharmash Mistry as non-executive
directors. The resulting appointments will
ensure that the board continues to be of an
appropriate size and composition as other
directors reach nine years’ service in the
years ahead.
In each case, the committee appointed a
sub-committee to review and approve a
detailed description for the role, having
considered the particular skills, capabilities,
experience and background required
for each role. In all board searches, the
committee assesses the balance of
knowledge and expertise needed to ensure
continued effective leadership of the firm,
and the development and oversight of its
strategy, purpose and culture. In identifying
and recommending candidates for
appointment to the board, the committee
considers candidates from a wide range
of backgrounds, assessing them on merit
against objective criteria and with due
regard for the benefits of diversity on
the board.
As part of the search process, the sub-
committee decided to engage an external
search firm and approved the appointment
of Spencer Stuart (‘Spencer’). Spencer
are not connected to the firm or to our
directors in any way and are a signatory
to the Voluntary Code of Conduct for
Executive Search Firms. To facilitate
this process, Spencer undertook detailed
discussions with each member of the
board in order to ascertain their views
on the desired attributes, experience
and qualities required for the two non-
executive director positions as well as
considering board dynamics and the
firm’s culture.
A detailed search was conducted by
Spencer, as a result of which a longlist and
then a shortlist of candidates was prepared.
As part of the process, the committee
considered the other commitments of
candidates to ensure that they would
have sufficient time to devote to their
duties to the firm. Shortlisted candidates
were discussed in detail and interviews
were undertaken by Spencer, members
of the sub-committee and the board. The
committee was updated on the search
process and discussions were held on the
shortlist of candidates.
Following this rigorous search process,
the nomination committee recommended
to the board the appointment of Iain
Cummings and Dharmash Mistry. They
were appointed to the board in October 2021.
Talent and succession planning
The committee spent time during the
year reviewing our talent pipeline and
considering the firm’s succession planning
at board and senior management level.
This included a formal review by the
committee of senior management
succession planning, looking at the
capability and potential of incumbents
in key roles and the succession pipeline,
emergency cover arrangements and
the external market for those roles.
The committee has monitored activities
and the initiatives to develop the firm’s
talent pipeline and reflected on the
importance of building stronger diversity
of experience, gender and ethnicity among
senior management.
Diversity
In relation to board diversity, we aim
to have a well-balanced board that
represents a wide range of skills,
knowledge and experience. We value
diversity of outlook, approach and style.
A balanced board is better equipped
to understand the views of all our
stakeholders as well as our shareholders,
and therefore make decisions that take into
consideration the wide range of challenges
faced by the firm. A board needs a range
of skills and business experience including
knowledge of industry, understanding of
the firm’s culture, challenges of change,
and the regulatory environment in which
we operate. It needs some members with
a long corporate memory and others who
bring fresh insights from different fields
and backgrounds. There needs to be
both support and challenge on the
board as well as a balance of gender
and commercial experience.
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Rathbones Group Plc Report and accounts 2021
Governance initiatives across the firm. Among other
things, the committee discussed the firm’s
approach to recruitment, training and
development programmes for employees. .
In line with the UK Corporate Governance
Code, the committee discloses that
the gender balance of those in senior
management (being the members of the
executive committee and the company
secretary) and their direct reports at
31 December 2021 was 38% (2020: 25%)
female and 62% (2020: 75%) male. More
detail on the firm’s approach to diversity
and inclusion can be found in the
responsible business review on page 58.
Throughout 2021, over 33% of our board
was female which ensures that we have
exceeded the minimum requirements
of the Hampton-Alexander Review. The
board supports the recommendations set
out in the Parker Review, and aims at all
times to have at least one director from
an ethnic minority background. Due to
the relatively small size of the board, the
committee also recognises the impact that
the retirement of an individual director
can have on the overall composition of
the board from a diversity perspective.
As a result, diversity and inclusion at
board level will continue to be an area
of focus for the committee.
The committee continued to focus on
overseeing the development of a diverse
pipeline for senior management positions
and the link between diversity and
inclusion and delivery of the company’s
purpose and strategic aims. To that end,
it considered updates during the year
in relation to diversity and inclusion
Our board
Board composition
Board diversity
Tenure of non-executive directors
Chairman
Executive
Independent non-executive
12%
22%
67%
Male
Female
6
3
0-2 years
3-5 years
6-8 years
9+ years
43%
29%
29%
0%
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97
Board effectiveness review
A formal and rigorous evaluation of the
committee’s effectiveness was undertaken
during the year as part of the external
board effectiveness review. The review
found that the committee operated well
during the year. Please see page 80 for
more detail.
The committee considers that during
the year it continued to have access to
sufficient resources to enable it to carry
out its duties and has continued to perform
effectively. During the year, the committee
reviewed its terms of reference to ensure
that they remain appropriate.
Focus for 2022
During 2022, the committee will continue
to keep under review a succession timetable
for both executives and non-executives.
We will continue to monitor the
development of management talent
below group executive committee level,
encourage greater diversity, and challenge
management to develop the talent that
exists in the firm.
Clive C R Bannister
Chair of the nomination committee
23 February 2022
Nomination committee report continued
Non-executive directors’ skills
As mentioned above, a key responsibility of
the committee is to ensure that the board
maintains a balance of skills, independence,
knowledge and experience appropriate
to the operation of the business and as
required to deliver the strategy. The
committee considered and was satisfied
by the skillset and experience of the firm’s
independent non-executive directors,
including their extensive experience in
financial services.
Independence and conflicts
of interest
It is of the utmost importance that the
board of a financial services firm has
high-quality, experienced non-executive
directors with the skills and integrity to
undertake senior positions. At Rathbones,
we are fortunate to have such non-
executives. I maintain a dialogue
with each of my board colleagues on
potential conflicts of interest and time
commitments. I am quite satisfied that
incidents of conflicts of interest are rare
and have been handled appropriately by
the individual concerned.
Reappointment of directors
Prior to the company’s AGM each year,
the committee considers, and makes
recommendations to the board concerning,
the reappointment of directors, having
regard to their performance, suitability,
time commitment and ability to continue
to contribute to the board. Following this
year’s review in advance of the 2022 AGM,
the committee has recommended to the
board that all serving directors, except
James Dean, be reappointed at the AGM.
Sarah Gentleman has served as a director
for more than six years. The extension of
her term of office has been considered and
the committee has noted her significant
contribution including as committee
chair. The committee values the
knowledge, experience and continuity
of her appointment.
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Rathbones Group Plc Report and accounts 2021
Governance Remuneration committee report
Remuneration
committee report
Sarah Gentleman
Chair of the remuneration committee
Roles and responsibilities
The committee’s responsibilities are to:
— determine and set the firm’s remuneration philosophy, ensuring
that it is aligned with the business plans and risk appetite
— approve the remuneration policy for executive directors for final
approval by shareholders and make remuneration decisions within
the policy
— approve total annual remuneration for executive directors based
on achievements against objectives set by the committee
— review total annual remuneration for executive committee members
and material risk takers
Full terms of reference for the committee are reviewed annually and
are available on the company’s website.
Remuneration committee chair’s
annual statement
On behalf of the board, I present the
directors’ remuneration report for the
year ended 31 December 2021.
2021 has been a busy year for the
remuneration committee, which
mainly focused on implementing the
new directors’ remuneration policy. We
also welcomed two new non-executive
directors to the committee, Iain Cummings
and Dharmash Mistry. At the AGM
in May 2021, shareholders provided
strong support for the new directors’
remuneration policy, which was developed
to ensure that remuneration structures and
performance measures:
— supported the future strategy of
our business, reflecting the need for
investment at different times in the
market cycle and the opportunities
for inorganic growth that may arise
— aligned the reward received by our
executive directors and the experience
and interests of our shareholders
— continued to comply with regulations
and industry best practice
2021 performance and
remuneration outcomes
Our remuneration framework is closely
aligned with the financial performance
of the group, which has performed
strongly with FUM increasing by 24.7%,
reaching £68.2 billion, and profit before
tax increasing by 116.9% to £95.0 million
with an underlying operating margin of
27.7% at 31 December 2021. Following the
group’s strong performance in the year, the
board is proposing a final dividend of 54p
per share, resulting in a full-year dividend
per share of 81p, an increase of 12.5%.
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99
In relation to Jennifer Mathias, as we
disclosed at the time of her appointment in
2019, the group finance director fixed pay
was set below the level of the previous
incumbent. This package reflected
Jennifer’s first-time appointment as a
finance director of a listed business and
her experience. In recognition of her
progression in role since appointment,
the committee proposes to make a modest
increase to her fixed pay which will be
in line with workforce pay for 2022. The
committee does not propose to increase
Paul Stockton’s fixed pay but a review will
be completed for him during 2022.
Full details of remuneration arrangements are
provided on page 103.
Conclusion
I hope that you find the information in
my annual statement and the directors’
remuneration report clear and useful. The
remuneration landscape continues to be
the subject of many political and regulatory
policy changes and, as these evolve, the
committee will ensure that our policy and
practices remain compliant, balancing the
need to remain performance-driven and
competitive. I welcome any feedback you
may have during the year and hope to
receive your support for the approval
of the remuneration report.
Sarah Gentleman
Chair of the remuneration committee
23 February 2022
Remuneration committee report continued
Annual bonus outcomes
The remuneration committee assessed
the following factors when determining
remuneration outcomes for the executive
directors: how to maintain a fair balance
between the interests of different
stakeholders, including shareholders,
employees and management; how to
encourage and reward the behaviours
that reflect our purpose and culture;
and how to judge performance against
objectives, including considering where
the remuneration committee should
apply discretion to adjust any
formulaic outcomes.
As detailed in last year’s report, variable
remuneration is made up of two components:
annual bonus with a maximum opportunity
of 135% of fixed pay and a Restricted Stock
Plan (‘RSP’) with a maximum of 65% of
fixed pay with a three-year vesting period
and two-year deferral. Following the 2021
AGM, the first RSP grant will vest in 2024,
subject to the assessment of underpins at
that time.
The annual bonus was assessed against
two financial measures, underlying profit
before tax and total net organic growth
in FUM as these are the key indicators
of performance used by the firm and
investors, as well as strategic measures.
These specific targets are reviewed
annually to ensure the nature and
weightings are appropriate to achieve
alignment between the interests of our
executive directors, our strategy and the
interests of our stakeholders. Also, the
committee set these targets to encourage
stretching levels of performance and to
ensure alignment with the firm’s annual
budget. The board considered a number
of factors when setting and approving the
final budget for 2021. This resulted in the
remuneration committee approving higher
year on year targets for profit and organic
growth whilst balancing the impact
of planned investments which were
critical to the execution of strategy. In
addition, the strategic objectives that
were set include delivery of the firm’s
critical projects as well as taking into
account the firm’s stakeholder measures
and client experience.
As stated above, 2021 was a strong year for
the group in terms its financial results and
delivery of our key strategic objectives.
These results were directly reflected in the
annual bonus award of 85%. We have set
out in more detail the outcomes against
targets for 2021 on page 105.
After consideration, the remuneration
committee decided that these outcomes
were appropriate and consistent for the
year and no discretionary adjustment
was required.
Group-wide employee remuneration
The responsibility for determining the
reward practices on a firm-wide basis
lies with the remuneration committee.
As in previous years, the remuneration
committee continues to spend time in
having oversight of overall remuneration
for employees across the firm. The average
salary increase for 2022 across the firm
will be 4.7%. The group is committed to
paying all staff at or above the national
living wage, which is in excess of the
national minimum wage.
2022 incentives
The committee has agreed that the
current performance measures on the
annual bonus and underpins on the RSP
are fit for purpose, and remain aligned
with the current strategy. As such no
changes are being made to the measures or
weightings. An overview of how incentives
will be implemented in 2022 can be found
on page 106.
Fees and salaries
The committee will continue to keep
fixed pay levels under review, taking
into account workforce pay and policies
as per the UK Corporate Governance Code,
the firm’s performance and the views of
shareholders. In conducting any review
of fixed pay levels the committee will take
into account the continued development
of both executives since their appointment.
The remuneration arrangements of other
firms of similar size and complexity are
also reviewed for guidance.
100
Rathbones Group Plc Report and accounts 2021
Governance Illustration of the remuneration policy
RSP
(65% fixed)
Shares
(100%)
Performance underpin
Shares
2 year holding period
Shares
Shares
Shares
(50%)
Cash
(50%)
Shares
Annual
Bonus
(135% fixed)
Fixed pay
2022
2023
2024
2025
2026
2027
Summary of the policy:
— Annual bonus – with one year
performance conditions
— Restricted Stock award with
minimum performance underpin
1) Annual Bonus Award
— 135% of fixed pay at maximum
— 50% in cash, 50% deferred into
shares with three-year pro-rata vesting
— Assessed against financial metrics
(minimum 60%) and non-financial
metrics (maximum 40%)
2) Restricted Share Award
— 65% of fixed pay annual grant
— Three-year vesting period with a
two-year holding period
— Vesting based on continued
employment and underpin conditions
designed to avoid payment for failure
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101
Annual report on remuneration
Annual report on
remuneration
Remuneration policy
The remuneration policy (‘Policy’)
was approved at the AGM in May 2021
and can be found on our website. No
further changes have been made to the
remuneration policy since it was approved
in 2021.
This part of the directors’ remuneration
report explains how we have implemented
our remuneration policy during the year.
This annual report on remuneration is
subject to an advisory vote at the 2022
AGM, and the financial information in this
part of the remuneration report has been
audited where indicated.
Role of remuneration committee
The role of the committee is to set
the overarching principles of the
remuneration policy and provide
oversight on remuneration across the firm.
Details of the committee’s responsibilities
and composition are noted above. At the
invitation of the committee chair, the group
chief executive officer and group chief
financial officer attend some or all of each
meeting. The chief risk officer also advises
the committee on matters relating to
remuneration, and attends meetings as
required. The company secretary acts as
secretary and, with the chairman, agrees
the agenda for each meeting.
At the end of each meeting, there is an
opportunity for private discussion between
committee members without the presence
of management. No committee member or
attendee is present when matters relating
to his or her own remuneration
are discussed.
Committee activity in 2021/22
Below is a summary of the key issues that the committee considered at each of its
meetings during the year.
February 2021
— Review information on wider
workforce pay including salary
budgets and forecast incentive
outcomes
November 2021
— Review progress against financial
and non-financial aspects of the
annual bonus
— Review of firm wide remuneration
— Review and approve executive
in light of CRD V and IFPR
director, GEC members’
and company secretary’s salaries
for 2021
— Review of annual risk report
on variable pay targets to ensure
alignment with the firm’s risk appetite
— Assess and approve the 2020 EIP
award for executive directors and
members of the executive committee
— Approve annual bonus performance
targets for 2021
— Review and approve the directors’
remuneration report for shareholder
approval
— Annual review of remuneration for
material risk takers across the firm
September 2021
— Review progress against financial and
non-financial annual bonus targets for
the current year
— Annual review of the general
principles of the regulatory
remuneration policy
— Review and discuss remuneration
benchmarking survey
— Re-appointment of the advisers to
the committee
— Review and approve the committee’s
terms of reference
February 2022
— Review information on wider
workforce pay including salaries,
budgets and forecasted incentive
outcomes
— Review and approve executive
director, member of the executive
committee, head of internal audit
and company secretary’s salaries
for 2022
— Review of annual risk report
on variable pay targets to
ensure alignment with the firm’s
risk appetite
— Assess and approve the 2021 annual
bonus for executive directors and
members of the executive committee
— Approve annual bonus performance
targets and RSP award for 2022
— Review and approve the directors’
remuneration report for shareholder
approval
— Annual review of remuneration for
material risk takers across the firm
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Rathbones Group Plc Report and accounts 2021
Governance Single total figure of remuneration for each executive director (audited)
The table below sets out a single figure for the total remuneration received by each executive director for the year ended
31 December 2021 and the prior year:
R P Stockton
2021
2020
J E Mathias
2021
2020
Taxable
benefits and
allowances
£’000
Fixed pay1
£’000
534
477
358
320
3
3
2
4
Annual
bonus2
£’000
614
–
412
–
EIP3
£’000
Pensions
£’000
SIP
£’000
SAYE
£’000
Total
£’000
Total
fixed pay
£’000
Total
variable pay
£’000
–
814
–
545
0
57
0
38
4
4
1
–
–
5
–
5
1,155
1,358
773
912
537
537
360
362
618
821
413
550
1. From 1 January 2021 the previous pension allowance was consolidated into fixed pay. The figures for 2020 include the previous base salary only. Fixed pay (previously salary + pension
allowance) was unchanged between 2020 and 2021
2. 2021 figure is the annual bonus as described below
3. 2020 figure is the legacy EIP award, under the previous remuneration policy, as disclosed in last year’s report
Taxable benefits
Taxable benefits and allowances represent the provision of private medical insurance for executive directors and their dependants.
Annual bonus
Performance is assessed using a combination of measures that are detailed below:
Financial
Non-financial strategic
Total
Weight %
60
40
100
% of Fixed pay
81
54
135
Financial
The one-year financial performance measures are two key performance indicators actively used by the business, which are closely
aligned to strategy. The one-year financial measures and achievement levels are provided below:
Financial
Underlying profit before tax (£m)
Total net organic growth in funds under
management and administration (%)
% of Fixed pay
Threshold
(25% of maximum)
On target
(60% of maximum)
Maximum of
Actual
Weighted payout
(% of Fixed pay)
40.5
40.5
81.3
3.0
92.9
104.5
120.7
4.6
6.0
5.3
40.5
32.3
The organic growth in funds under management and administration covers both our Investment Management and Funds businesses.
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103
Annual report on remuneration continued
2) Non-financial strategic
The non-financial strategic measures are designed to drive strategic goals. Details of the performance measures, assessment and
outcomes are detailed below:
Strategic objective
Objective
Performance in 2021
Client and
proposition
Roll out MyRathbones and
achieve client take up of 50%
Leverage the firm’s ESG
proposition including
GMAPs product
Increase client take up of
Rathbones Select
— Positive client engagement on MyRathbones with over 43% of clients now
actively using the system. Client feedback has been good and reflected in a
series of upgrades also completed in the year
— A new “responsible core” proposition was piloted supported by the
implementation of external data feeds and improvements in investment
process. Four Greenbank multi asset funds were launched during the
year attracting £100m of inflows
— Client mailings that offered the Rathbone Select product were
marginally behind target but adoption rates post offer were more
favourable than expected
Launch the firm’s re-brand
— The brand architecture and design were launched during the year to be
implemented in 2022 as planned
Extent to which
objective has
been met
Largely
achieved
Growth
Develop the firm’s advisor to
advisor proposition
Improve the firm’s organic
and inorganic growth
opportunities
People
Develop a return to office plan
and hybrid working model
Complete succession planning
and talent assessment below
the GEC
Ensure ongoing employee
engagement and implement
diversity equality and
inclusion initiatives
Complete vendor selection
process for the firm’s data and
digital strategy
Improved access and
data quality
Improved IT stability
Operating
efficiently
Largely
achieved
— Proposition pathways, supporting documentation and a pilot were
completed during the year to clarify suitability responsibility and pricing.
De facto surveys completed by advisors were positive, and indirect gross
inflows of £1,112m exceeded target by 65% compared to 2020,
— Discretionary and managed net inflows were £1.8bn in the year
representing 4.1% of opening FUMA
— The number of investment managers grew to 332 from 304 and financial
planners to 208 from 154
— Strong growth continued in the funds business with gross inflows of over
£2bn. GreenBank FUM growth of 21% for the year
— Completed the acquisition of Saunderson House and delivered on planned
synergies from the Speirs & Jeffrey transaction
— Return to office planning was dynamic as the pandemic developed. Strong
collaboration and communication with employees on return to office
policy was completed with a focus on wellbeing. Positive feedback received
from employee surveys and board workforce engagement programme
Largely
achieved
— Succession plan to support operational resilience completed. Talent
assessed using “9 box grid” criteria
— Positive employee feedback from surveys and dashboard data, and
workforce engagement initiative (see page 84). Engagement scores well
above FS benchmark scores (see page 12). Our Woman In Finance target
remains on track and the firm’s D,E &I programme was launched supported
by recruitment of dedicated resource
— Board approved vendor selection completed
Achieved
— Enhancements to suitability and investment risk data and the completion
of extensive firmwide data studies were completed during the year
— Low IT incident count with all resolutions within agreed timelines
Consolidate supplier base
— Supplier & Contract Management project rationalised total supplier count
by 23%
Risk
management
New suitability process
— Material improvements to suitability and investment risk tools to help
Achieved
support alignment to client portfolio mandate implemented during the year
Mitigate the firm’s cyber risks
— Cyber defence simulation completed during the year. Planned cyber risk
Launch an automated
portfolio monitoring software
management improvements completed during the year
— Software launched during the year as planned
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Rathbones Group Plc Report and accounts 2021
Governance Total 2021 annual bonus award
In addition to the above specific measures, the committee also considered direct client feedback, investment performance and other
feedback from the risk and audit committees. After taking this into account, the committee concluded that an overall score for this
element of the annual bonus of 31.2% out of 40% was appropriate, which corresponds to 42.1% of fixed pay.
Target
Financial
Non-financial strategic
Total award
Director
R P Stockton
J E Mathias
Weighting
60
40
100%
Delivered
in cash (£)
306,917
205,898
Award achieved
53.9
31.2
85.1
Deferred
in shares (£)
306,917
205,898
Total award
(£)
613,834
411,796
Pensions
Since 1 January 2021, Paul Stockton and Jennifer Mathias no longer receive a separate pension allowance, neither is in receipt of a defined
benefit pension.
All executive directors are eligible for death in service benefits.
Share Incentive Plan (SIP)
This benefit is the value of the SIP matching and free share awards made in the year. All employees may contribute up to £150 per
month to buy partnership shares with contributions matched on a one-for-one basis by the company. Free share awards are linked
to EPS growth.
Save As You Earn (SAYE)
This benefit is the value of the discount on SAYE options granted during the year.
Payments for loss of office (audited)
There were no payments made to directors for loss of office during the year except as disclosed in last year’s annual report.
Payments to past directors (audited)
There were no payments made to past directors during the year.
Service contracts and letter of appointment
Executive directors
It is company policy that service contracts should not normally contain notice periods of more than 12 months. Details of the notice
periods in the contracts of employment of executive directors serving during the year are as shown below.
R P Stockton
J E Mathias
Date of service contract
01 May 2019
27 September 2018
Notice Period
12 months
6 months
Non-executive directors
Non-executive directors have a letter of appointment rather than a contract of employment and these are available for inspection at the
AGM. As with all other directors, they are required to stand for re-election annually in accordance with the UK Corporate Governance Code.
Any term beyond six years is subject to particularly rigorous review and takes into account the need for progressive refreshing of the board.
Date of appointment
Notice Period
Length of service at 31 December 2021
C C R Bannister
C M Clark
I A Cummings
J W Dean
T L Duhon
S F Gentleman
D P Mistry
06 April 2021
24 October 2018
05 October 2021
01 November 2013
02 July 2018
21 January 2015
05 October 2021
1 month
1 month
1 month
1 month
1 month
1 month
1 month
9 months
3 years, 2 months
3 months
8 years, 2 months
3 years, 6 months
6 years, 11 months
3 months
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105
Annual report on remuneration continued
Implementation of the remuneration policy in 2022
Fixed pay
The fixed pay levels effective 1 January 2022 are £534,000 for Paul Stockton (0% increase) and £375,250 for Jennifer Mathias (4.7% increase).
Annual bonus
Annual bonus for 2022 will have maximum value of 135% of fixed pay with measures and weightings as follows:
Financial
– Underlying profit before tax
– Total net organic growth in FUM
Strategic measures aligned to our core strategic pillars
– Enriching the client, adviser proposition and experience
– Supporting and delivering growth
– Inspiring our people
– Operating more efficiently
– Risk management
Weight
30%
30%
40%
100%
The targets under the financial metrics are deemed to be commercially sensitive and will be disclosed following the end of the
performance period in next year’s DRR.
RSP
The RSP will be granted at 65% of fixed pay. The RSP will vest after three years, subject to the assessment of a performance underpin
at the end of 2024. The committee will take into account the following factors when determining whether to exercise its discretion to
adjust the number of shares vesting:
— Total dividends paid over the three-year period relative to our generally progressive dividend policy;
— Return on Capital Employed (ROCE) achieved relative to Weighted Average Cost of Capital (WACC) over the three-year period;
— Maintenance of satisfactory operational performance and risk compliance; and
— Internal control environments over the performance period.
Directors’ interests in shares (audited)
The table below sets out details of the directors’ shareholdings and outstanding share awards that are subject to vesting conditions:
Beneficially owned shares
Subject to relevant holding period
Executive directors
R P Stockton
J E Mathias
Total
Private shares
104,506
2,649
107,155
SIP1
Total
3,663 108,169
2,649
3,663 110,818
–
EIP
63,878
30,058
93,936
RSP
21,881
14,679
36,560
SIP (not yet
beneficially
owned)1
780
41
821
Total
SAYE
88,197
1,658
1,658
46,436
3,316 134,633
1. SIP matching and free shares held for less than three years may be forfeited in certain circumstances and so are not considered to be beneficially owned
Shareholding guidelines
In order to align the interests of executive directors and shareholders, the chief executive and chief financial officer are required to
acquire and retain a holding in shares or rights to shares equivalent to the value of 250% and 200% of fixed pay within five years of the
date of appointment respectively. Shares that count towards these guidelines include shares that are owned outright, vested and not
exercised EIP, Deferred Bonus, RSP and SIP awards.
Share ownership versus policy
J E Mathias (CFO)
R P Stockton (CEO)
0%
100%
200%
300%
400%
500%
600%
700%
800%
900%
1000%
Beneficially owned
Conditional
Remuneration policy
106
Rathbones Group Plc Report and accounts 2021
Governance Restricted Stock Plan
At 1 January 2021
During 2021
At 31 December 2021
Face value of
award at
grant1
(£)
Number of
securities
originally
granted
Number of
unvested
securities
Securities
granted2
Vested but
unexercised
(subject to
sales
restriction
period)
Vested but
unexercised
(subject to
sales
restriction
period)
Unvested
securities
Normal
exercise date
(end of sales
restriction period)3
Type of security
Restricted Share Award
392,764
Restricted Share Award
263,488
–
–
–
–
21,881
14,679
–
–
21,881
14,679
–
–
14/05/2026
14/05/2026
Executive directors/
Grant date
R P Stockton
14/05/2021
J E Mathias
14/05/2021
1. Awards equivalent to 65% of fixed pay were granted. As regulations prohibit the payment of dividend on such awards, the number of shares awarded has been determined by applying
a share price over five days preceding the grant date, discounted to reflect the value of estimated future dividends foregone over the vesting period (£15.87). The face value has been
calculated using a share price of £17.95 which was the average price over five days preceding the grant
2. The award will vest on the third anniversary of the grant date, with associated values to be included in the single figure table, and a further two-year holding period will apply. The awards
are subject to malus and clawback provisions
3. RSP awards vest after three years and are subject to an additional two-year holding period so must be held until the fifth anniversary of the grant
Executive Incentive Plan
At 1 January 2021
During 2021
At 31 December 2021
Face value of
award at
grant1
(£)
Number of
securities
originally
granted
Number of
unvested
securities
2,449
272,722 12,229
4,040
232,105 10,103
226,485
5,318
8,864
376,157 16,376 13,100
372,435 24,326 24,326
–
486,862
–
Vested but
unexercised
(subject to
sales
restriction
period)
2,449
2,021
1,773
3,275
4,866
–
Securities
granted2
–
–
–
–
–
29,029
Vested but
unexercised
(subject to
sales
restriction
period)
Normal
exercise date
(end of sales
restriction period)3
–
8,084
5,319
6,551
4,866
–
22/03/2021
21/03/2022
23/03/2023
22/03/2024
23/03/2025
06/04/2026
Unvested
securities
–
2,019
3,545
9,825
19,460
29,029
Type of security
Nil paid options
Conditional shares
Conditional shares
Conditional shares
Conditional shares
Conditional shares
Conditional shares
Conditional shares
202,608 13,233 13,233
–
326,592
–
–
19,474
2,649
–
10,584
19,474
2,649
–
23/03/2025
06/04/2026
Executive directors/
Grant date
R P Stockton
22/03/2016
22/03/2017
23/03/2018
22/03/2019
23/03/2020
06/04/2021
J E Mathias
23/03/2020
06/04/2021
1. Exercise price is nil
2. The number of shares awarded is calculated based on the 20-day average share price on the day prior to grant. Share price on award was £16.77
3. EIP awards vest in five equal tranches (1, 2, 3, 4 and 5 years from grant). All shares must be held until the fifth anniversary of the grant (the normal exercise date). There are no further
performance conditions on these shares
Share Incentive Plan
R P Stockton
J E Mathias
Total
At 1 January 2021
During 2021
At 31 December 2021
Total number
of SIP shares1
4,036
–
4,036
Partnership
shares
acquired
100
–
100
Matching
shares
acquired
100
–
100
Dividend
shares
acquired
166
–
166
Free shares
received
41
41
82
Total number of SIP
shares1
4,443
41
4,484
1. SIP matching and free shares held for less than three years may be forfeited in certain circumstances and so are not considered to be beneficially owned
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107
Annual report on remuneration continued
Save As You Earn outstanding options
Executive directors
R P Stockton
J E Mathias
Total
Number of shares
Grant date
21/04/20
21/04/20
At 1 January
2021
1,658
1,658
3,316
Granted in
2021
–
–
–
Exercised in
2021
–
–
–
Lapsed in
2021
–
–
–
At 31
December
2021
1,658
1,658
3,316
Earliest
exercise date
01/06/23
01/06/23
Latest
exercise date
01/12/23
01/12/23
Market price
on grant (p)
1,356
1,356
Exercise price
(p)
1,085
1,085
Performance graph
The chart below shows the company’s total shareholder return (TSR) against the FTSE All Share Index for the 10 years to 31 December 2021.
TSR is calculated assuming that dividends are reinvested.
Performance graph (unaudited)
% change
200
150
100
50
0
2011
2012
2013
2014
2015
2016
2017
2018
2019
2020
2021
Rathbone Brothers Plc – TSR
FTSE All Share Index – TSR
Chief executive officer single figure
During the 10 years to 31 December 2021, Andy Pomfret was chief executive until 28 February 2014. Philip Howell was chief executive
until 9 May 2019 when he was succeeded by Paul Stockton.
Year
2021
2020
2019
2019
2018
2017
2016
2015
2014
2014
2013
2012
Chief executive
Paul Stockton
Paul Stockton
Paul Stockton
Philip Howell
Philip Howell
Philip Howell
Philip Howell
Philip Howell
Philip Howell
Andy Pomfret
Andy Pomfret
Andy Pomfret
108
Rathbones Group Plc Report and accounts 2021
Chief executive
single figure
of total
remuneration
£’000
1,155
1,358
1,125
467
1,389
1,104
1,398
1,608
999
342
1,204
1,046
EIP award or
short-term
bonus as % of
maximum
opportunity
85
57
47
52
59
64
66
78
89
n/a
59
38
Long-term
incentive vesting
as % of
maximum
opportunity
–
–
–
–
–
–
67
100
n/a
96
100
100
Governance Annual percentage change in the remuneration of the directors and employees
The table below shows the percentage year-on-year change in salary, benefits and bonus in 2021 for the directors compared with the
average Rathbones employee.
Executive directors1
R P Stockton
J E Mathias
Non-executive directors
C C R Bannister2
C M Clark3
I A Cummings4
J W Dean
S F Gentleman
T L Duhon
D P Mistry4
Former directors
M P Nicholls5
J N Pettigrew5
Average pay based on all Rathbones employees
Salary
Benefits Annual bonus
Salary
Benefits Annual bonus
2021
2020
0%
0%
1.2% -22.1%
1.2% -21.1%
0%
0%
7.1%
27%
5.5% 17.5%
n/a
16.3%
n/a
0%
0%
0%
n/a
0%
0%
1.9%
n/a
0%
n/a
0%
0%
0%
n/a
n/a
0%
n/a
0%
0%
0%
n/a
n/a
9.1%
n/a
7.1%
7.1%
7.1%
n/a
n/a
0%
n/a
0%
0%
0%
n/a
n/a
0%
n/a
0%
0%
0%
n/a
0%
0%
2.1%
0%
0%
-6.4%
0%
0%
0%
7.1%
0%
0%
3.6% 12.3% 11.9%
1. For both executive directors, in 2020 the bonus figures reflect the cash and the deferred elements of the EIP executive award scheme. In 2021, EIP scheme was replaced with the
ESPP scheme. The 2021 annual bonus figure includes both ESPP cash and year 1,2 and 3 deferred share ESPP bonus awards, but do not reflect the ESPP restricted stock plan (RSP)
element which is dependent upon performance in future financial years
2. Clive Bannister joined as the new chair in April 2021 and received pro-rata fee for that year
3. Colin Clark’s salary reflects the additional fee received following his appointment as a senior independent director
4. Iain Cummings and Dharmash Mistry joined the board in October 2021 and received pro-rata fee for that year
5. Mark Nicholls retired from the company in March 2021 and Jim Pettigrew retired in May 2021, both received pro-rata fee for that year
Chief executive and employee pay ratio
Year
1 January to 31 December 2021
1 January to 31 December 2020
1 January to 31 December 2019
Method
B
B
B
25th percentile pay ratio Median (50th percentile) pay ratio
15:1
23:1
23:1
43:1
43:1
42:1
75th percentile pay ratio
6:1
11:1
13:1
The chief executive pay ratio provides a comparison of total remuneration paid to the chief executive in the year ended 31 December 2021
with total remuneration paid to the three employees whose pay is at the 25th, 50th and 75th percentile of the group’s UK workforce (P25,
P50 and P75 respectively). Where multiple employees are at these percentiles we have selected the most representative job role from
across the group.
The pay data for the chief executive is taken from the total single figure of remuneration on page 103 of this report for Paul Stockton
for the year ended 31 December 2021. The three employees have been identified from our 2021 gender pay gap data under ‘Option B’ of
the three methodologies provided under the regulations, as the equivalent figures to the single figure table for each of the group’s UK
employees (‘Option A’) are not available at the time of producing this report.
Total pay for P25, P50 and P75 has been based on actual earnings for the financial year. Variable remuneration has been calculated using
the group’s forecast financial performance. Total pay and benefits for the three employees includes the following: base salary, employer
pension contributions, taxable benefits, bonuses, share-based payment awards and profit share. The total pay and benefits for these
individuals is as follows:
— P25 43:1 (£26,604)
— P50 15:1 (£79,250)
— P75 6:1 (£188,879)
The reduction in the pay ratio is primarily driven by the introduction of a new remuneration policy for the CEO and senior management.
This has a lower maximum opportunity, and these changes only applied to the senior management not the wider employees. In addition
this new policy moved from a backward looking incentive to a forward looking RSP, which leads to a further reduction in the CEO’s
pay during this transition period until the first RSP vests. The group believes the median pay ratio for the year to be consistent with
the group’s pay, reward and progression policies for its UK workforce.
The committee will review these ratios on an annual basis.
rathbones.com
109
Annual report on remuneration continued
Chair and non-executive directors’ fees (audited)
Chair
C C R Bannister1
Non-executive directors
C M Clark2
I A Cummings3
J W Dean
T L Duhon
S F Gentleman
D P Mistry3
Former directors
M P Nicholls4
J N Pettigrew4
Total
1. Clive Bannister joined as the new chair in April 2021 and received pro-rata fee for that year
2. Colin Clark’s fee reflects the additional fee received following his appointment as senior independent director
3. Iain Cummings and Dharmash Mistry joined the board in October 2021 and received a pro-rata fee for the year
4. Mark Nicholls retired from the company in March 2021 and Jim Pettigrew retired in May 2021, both received pro-rata fee for that year
Non-executive directors’ share interests
The interest of the directors in the ordinary shares of the company are set out below:
Chair
C C R Bannister
Non-executive directors
C M Clark
I A Cummings
J W Dean
T L Duhon
S F Gentleman
D P Mistry
Total
2021
£’000
2020
£’000
148
70
14
75
75
75
14
33
49
553
0
60
0
75
75
75
0
180
75
540
Private
shares
Total
15,300 15,300
–
1,250
1,000
–
100
2,500
–
1,250
1,000
–
100
2,500
20,150 20,150
Relative importance of spend on pay
The chart below shows the relationship between total employee remuneration, profit after tax and dividend distributions for 2021 and
2020. The reported profit after tax has been selected by the directors as a useful indicator when assessing the relative importance of
spend on pay.
Relative importance of spend on pay (£m)
Total staff(cid:23)
costs
Profit
after tax
Dividends
paid
2021
2020
77.077.0
189%
26.726.7
43.943.9
37.837.8
16%
110
Rathbones Group Plc Report and accounts 2021
219.9
219.9
13%
195.2
195.2
Governance Statement of shareholder voting
At the 2021 AGM, shareholders approved the remuneration policy, to apply for three years from the date of the AGM. At the 2021 AGM,
shareholders also approved the remuneration report that was published in the 2020 report and accounts and the results are detailed below.
Votes cast in favour
Votes cast against
Total votes cast
Votes withheld
Annual report on
remuneration
(2021 AGM)
99.96%
0.04%
75.86%
323,701
Remuneration
policy
(2021 AGM)
89.68%
10.32%
75.86%
325,955
Advisers to the committee and their fees
PwC were appointed as advisers to the committee in August 2017. They are members of the Remuneration Consultants Group and
advise the committee on a range of matters including remuneration package assessments, scheme design and reporting best practice.
PwC also provide professional services in the ordinary course of business, including advisory work to the group. The committee is of
the opinion that the advice received is objective and independent. PwC’s fees are charged on a time cost basis and fees for services to
the remuneration committee were £105,550 in 2021. The appointment of advisers is reviewed annually.
Evaluating the performance of the committee
The annual evaluation of the committee’s effectiveness was undertaken as part of the board’s internal evaluation process during
the year. The committee and senior management attendees were invited to respond to questions on the content, management, and
quality and focus of discussion during meetings. Responses indicated that the committee is performing well with no particular concerns.
Approval
The remuneration committee report, incorporating both the remuneration policy and annual report on remuneration, has been
approved by the board.
Signed on behalf of the board
Sarah Gentleman
Chair of the remuneration committee
23 February 2022
rathbones.com
111
Directors’ report
Directors’ report
The directors present their annual report and audited financial statements for the year ended 31 December 2021.
The directors’ report includes the following sections of the annual report and accounts which form part of the directors’ report:
Section
Strategic report
Corporate governance report including committee reports from nomination, audit,
risk, and remuneration
Statement of directors’ responsibilities
DTR Rule
DTR 4.1.5R
DTR 7.2.1R
DTR 4.1.5R
Page
2
65
115
Statement by the directors under section 172 Companies Act 2006 in performance of their statutory duties
Directors consider that they have acted in the way they consider, in good faith, would be most likely to promote the success of the
company for the benefit of its members as a whole, and in doing so having regard to the stakeholders and matters set out in section
172(1)(a-f) of the Act in the decisions taken during the year ended 31 December 2021. This is demonstrated in the strategic report
on page 10.
Annual General Meeting (AGM)
The 2022 AGM will be held on Thursday 5 May 2022 at 8 Finsbury Circus, London EC2M 7AZ. Full details of all resolutions and notes are
set out in the separate notice of AGM.
Group results and company dividends
The Rathbones Group Plc group profit after taxation for the year ended 31 December 2021 was £75,229,000 (2020: £26,652,000).
The directors recommend the payment of a final dividend of 54p per share, if approved by shareholders at the 2022 AGM, be paid
on 10 May 2022 to shareholders on the register on 22 April 2022.
Interim dividend
Final dividend
Total
* Subject to shareholder approval at the AGM on 5 May 2022
See note 12 to the financial statements.
2021
2020
Pence
27.0
54.0*
81.0*
£m
15.9
31.5*
47.4*
Pence
25.0
47.0
72.0
£m
13.5
25.2
38.7
The company operates a generally progressive dividend policy subject to market conditions. The aim is to increase the dividend in line
with the growth of the business over each economic cycle. This means that there may be periods where the dividend is maintained
but not increased and periods where profits are retained rather than distributed to maintain retained reserves and regulatory capital
at prudent levels through troughs and peaks in the cycle.
Substantial shareholdings
As at 31 December 2021, the company had received notifications in accordance with the Financial Conduct Authority’s Disclosure and
Transparency Rule 5 of the following interests:
Shareholder
Lindsell Train Ltd.
Heronbridge Investment Management
Aviva Investors
Aberforth Partners
BlackRock
Vanguard Group
Baillie Gifford & Co
112
Rathbones Group Plc Report and accounts 2021
Holding at
23 February 2022
6,812,000
3,677,393
3,222,552
2,662,039
2,638,184
2,549,514
2,112,104
% held at
23 February 2022
10.98
5.93
5.20
4.29
4.25
4.11
3.41
Governance Share capital
The company’s share capital comprises
one class of ordinary shares of 5p each. At
31 December 2021, 62,003,341 shares were
in issue (2020: 57,486,413). No shares were
held in treasury. Details of the movements
during the year are set out in note 30 to
the financial statements. The shares carry
no rights to fixed income and each share
carries the right to one vote at general
meetings. All shares are fully paid.
There are no specific restrictions on the
size of a shareholding or on the transfer
of shares, which are both covered by the
provisions of the Articles of Association
and prevailing legislation.
New issues of share capital
Under section 551 of the Companies Act
2006, the board currently has the authority
to allot 19,473,624 shares (approximately
one third of the issued share capital at
31 March 2021). The existing authorities
given to the company at the last AGM to
allot shares will expire at the conclusion
of the forthcoming AGM. Details of the
resolutions renewing these authorities
are set out in the notice of AGM.
Awards under the company’s employee
share plans are satisfied from a combination
of shares held either in treasury or in the
employee benefit trust and by newly
issued shares. During the year, the
company issued 304,329 shares to satisfy
share awards and issued 217,000 shares to
the company’s employee benefit trust, to
satisfy future awards under the group’s
share-based payment schemes.
Purchase of own shares
Following the 2021 AGM resolution
to purchase own shares, the board
currently has the authority to buy back up
to 5,840,000 shares under certain stringent
conditions. During the year, the company
did not utilise this authority but the board
considers it would be appropriate to renew
it. We intend to seek shareholder approval
for the continued authority to purchase
own shares at the forthcoming AGM in
line with current investor sentiment.
Details of the resolution renewing the
authority are included in the notice
of AGM.
Employee share trust
On 4 April 2017, Equiniti Trust (Jersey)
Limited was appointed as trustee of
the second employee benefit trust. The
trust is independent and holds shares
for the benefit of employees and former
employees of the group. The trustee
has agreed to satisfy awards under the
Executive Incentive Plan, Share Incentive
Plan and the Savings Related Share Option
Plan. As part of these arrangements, the
company issued shares to the trust to
enable the trustee to satisfy these awards.
Further details are set out in note 32 to
the financial statements. During the year,
the number of shares issued by the trust
totalled 115,062 ordinary shares.
In addition, under the rules of the
Rathbone Share Incentive Plan, shares are
held in trust for participants by Equiniti
Share Plan Trustees Limited (‘the Trustee’).
Voting rights are exercised by the Trustee
on receipt of the participant’s instructions.
If no such instruction is received by the
Trustee then no vote is registered. No
person has any special rights of control
over the company’s share capital and all
issued shares are either fully or nil paid.
Appointment and removal
of directors
Regarding the appointment and
replacement of directors, the company
is governed by the company’s Articles of
Association, the UK Corporate Governance
Code, the Companies Act 2006 and
related legislation.
Directors
All those who served as directors at any
time during the year are listed on page 76.
The directors’ interests in the share capital
of the company at 31 December 2021 are
set out on page 106 of the remuneration
committee report.
Insurance and indemnification
of directors
The company has put in place insurance to
cover its directors and officers against the
costs of defending themselves in civil legal
action taken against them in that capacity
and any damages awarded. The company
has granted indemnities, which are
uncapped, to its directors and to the
company secretary by way of deed.
Qualifying third-party indemnity
provisions, as defined by section 234
of the Companies Act 2006, were therefore
in place throughout 2021 and remain in
force at the date of this report.
Employees
Details of the company’s employment
practices, including diversity, employment of
disabled persons and employee involvement
practices, can be found in our people report
on page 64.
Responsible business
Information about greenhouse gas
emissions and our approach to operating
as a responsible business are set out
in the responsible business review on
page 54.
rathbones.com
113
Directors’ report continued
Financial instruments and
risk management
The risk management objectives and
policies of the group are set out in note 33
to the financial statements.
Auditor
The audit committee reviews the
appointment of the external auditor and
its relationship with the group, including
monitoring the group’s use of the auditor
for non-audit services. Note 7 to the
financial statements sets out details of the
auditor’s remuneration. Deloitte LLP was
appointed as external auditor at the 2021
AGM. Having reviewed the independence
and effectiveness of the external auditor,
the audit committee has recommended
to the board that the existing auditor,
Deloitte LLP, be reappointed and a
resolution appointing them as auditor
and authorising the directors to set their
remuneration will be proposed at the
2022 AGM.
The directors in office at the date of
signing this report confirm that, so far
as they are aware, there is no relevant
audit information of which the auditor
is unaware and that each director has
taken all steps that he or she ought to
have taken to make him or herself aware
of any relevant audit information and
to establish that the auditor is aware of
that information.
Going concern
Details of the group’s business activities,
results, cash flows and resources, together
with the risks it faces and other factors
likely to affect its future development,
performance and position are set out in
the chair’s statement, chief executive’s
review, financial performance and
segmental review. In addition, note 1.5
to the financial statements provides
further details.
The group companies are regulated by the
Prudential Regulation Authority (PRA) and/
or the Financial Conduct Authority (FCA)
and perform annual capital adequacy
and liquidity assessments, which include
the modelling of certain extreme stress
scenarios. The company publishes Pillar 3
disclosures annually on its website, which
provide detail about its regulatory capital
resources and requirements. In July 2015,
Rathbone Investment Management issued
£20 million of 10-year subordinated loan
notes to finance future growth which were
repaid in August 2021. In October 2021,
Rathbones Group Plc issued £40 million of
10-year subordinated loan notes to finance
future growth. The group has no other
external borrowings.
The directors believe that the company
is well placed to manage its business
risks successfully despite the continuing
uncertain economic and political outlook.
As the directors have a reasonable expectation
that the company has adequate resources
to continue in operational existence for the
foreseeable future, they continue to adopt
the going concern basis of accounting in
preparing the annual financial statements.
Charitable donations
As at 31 December 2021, the group made
total charitable donations of £418,000
representing 0.4% of group pre-tax profits
(2020: £467,000, representing 1.1% of
group pre-tax profits). It also included the
matching of employee donations made
through the tax efficient Give As You Earn
(GAYE) payroll giving scheme. In 2021,
Rathbones employees made payments
totalling £214,400 (2020: £201,700) through
this scheme, which is administered by the
Charities Aid Foundation. The company
matched employee donations of up to
£200 per month made through GAYE and,
in 2021, donated £178,000 (2020: £166,000)
to causes chosen by employees through
this method.
Political donations
No political donations were made during
the year (2020: nil).
Post-balance sheet events
Details of post-balance sheet events are set
out in note 39 to the financial statements.
Approved and authorised for issue by the
board of directors
Ali Johnson
Company Secretary
23 February 2022
Registered office: 8 Finsbury Circus,
London EC2M 7AZ
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Governance Statement of directors’ responsibilities in respect of the report and accounts
Statement of directors’ responsibilities
in respect of the report and accounts
The directors are responsible for keeping
adequate accounting records that are
sufficient to show and explain the parent
company’s transactions and disclose
with reasonable accuracy at any time the
financial position of the parent company
and enable them to ensure that its financial
statements comply with the Companies
Act 2006.
They are responsible for such internal
controls as they determine are necessary
to enable the preparation of financial
statements that are free from material
misstatement, whether due to fraud or
error, and have general responsibility for
taking such steps as are reasonably open
to them to safeguard the assets of the
group and to prevent and detect fraud
and other irregularities.
Under applicable law and regulations,
the directors are also responsible for
preparing a strategic report, directors’
report, directors’ remuneration report
and corporate governance statement
that comply with that law and
those regulations.
The directors are responsible for
the maintenance and integrity of the
corporate and financial information
included on the company’s website.
Legislation in the UK governing the
preparation and dissemination of
financial statements may differ from
legislation in other jurisdictions.
Responsibility statement of the
directors in respect of the report
and accounts
We confirm that to the best of
our knowledge:
— the financial statements, prepared
in accordance with the applicable set
of accounting standards, give a true
and fair view of the assets, liabilities,
financial position and profit or loss of the
company and the undertakings included
in the consolidation taken as a whole
— the strategic report and directors’
report include a fair review of the
development and performance of the
business and the position of the issuer
and the undertakings included in the
consolidation taken as a whole, together
with a description of the principal risks
and uncertainties that they face.
We consider the report and accounts,
taken as a whole, is fair, balanced
and understandable and provides the
information necessary for shareholders
to assess the group’s position and
performance, business model and strategy.
By order of the board
Paul Stockton
Group Chief Executive Officer
23 February 2022
The directors are responsible for preparing
the report and accounts 2021, and the
group and parent company financial
statements in accordance with applicable
law and regulations.
Company law requires the directors to
prepare group and parent company
financial statements for each financial
year. Under that law they are required to
prepare the group financial statements in
accordance with International Financial
Reporting Standards (‘IFRS’) as adopted by
the UK and applicable law and have elected
to prepare the parent company financial
statements on the same basis.
Under company law, the directors must
not approve the financial statements
unless they are satisfied that they give a
true and fair view of the state of affairs of
the group and parent company and of their
profit or loss for that period. In preparing
each of the group and parent company
financial statements, the directors are
required to:
— select suitable accounting policies and
then apply them consistently
— make judgements and estimates that
are reasonable, relevant and reliable
— state whether they have been prepared
in accordance with IFRS as adopted by
the UK
— assess the group and parent company’s
ability to continue as a going concern,
disclosing, as applicable, matters related
to going concern
— use the going concern basis of
accounting unless they either intend
to liquidate the group or the parent
company or to cease operations, or
have no realistic alternative but to do so
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Financial
statements
Financial statements
Independent auditor’s report
Consolidated financial statements
Notes to the consolidated financial statements
Company financial statements
Notes to the company financial statements
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Consolidated financial statements Independent Auditor’s Report to the members of Rathbones Group Plc
Report on the audit
of the financial statements
1 Opinion
In our opinion:
— the financial statements of Rathbones Group plc (the “parent company”) and its subsidiaries (the “group”) give a true and fair view of the
state of the group’s and of the parent company’s affairs as at 31 December 2021 and of the group’s profit for the year then ended;
— the group financial statements have been properly prepared in accordance with United Kingdom adopted international
accounting standards;
— the parent company financial statements have been properly prepared in accordance with United Kingdom adopted international
accounting standards and as applied in accordance with the provisions of the Companies Act 2006; and
— the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.
We have audited the financial statements which comprise:
— the consolidated statement of comprehensive income;
— the consolidated and parent company statements of changes in equity;
— the consolidated and parent company balance sheets;
— the consolidated and parent company cash flow statements; and
— the related notes 1 to 61.
The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom adopted international
accounting standards and, as regards the parent company financial statements, as applied in accordance with the provisions of the
Companies Act 2006.
2 Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities
under those standards are further described in the auditor’s responsibilities for the audit of the financial statements section of our report.
We are independent of the group and the parent company in accordance with the ethical requirements that are relevant to our audit of the
financial statements in the UK, including the Financial Reporting Council’s (the “FRC’s”) Ethical Standard as applied to listed public interest
entities, and we have fulfilled our other ethical responsibilities in accordance with these requirements. The non-audit services provided to
the group and parent company for the year are disclosed in note 7 to the financial statements. We confirm that we have not provided any
non-audit services prohibited by the FRC’s Ethical Standard to the group or the parent company.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
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3 Summary of our audit approach
Key audit matters
The key audit matters that we identified in the current year were:
— Valuation of the Saunderson House Limited (“SHL”) client relationship intangible asset and associated
useful economic life (“UEL”);
— Impairment of client relationship intangibles and goodwill;
— Defined benefit pension scheme assumptions; and
— Investment management fee revenue relating to bespoke fees.
Within this report, key audit matters are identified as follows:
Newly identified
Similar level of risk
Increased level of risk
Decreased level of risk
Materiality
The materiality that we used for the group financial statements was £5.1m which was determined on the
basis of 5% of normalised profit before tax.
Scoping
The scope of our audit covered substantially the entire group, with both the investment management and
unit trust business segments being subject to a full scope audit.
Significant changes
in our approach
We have identified one additional key audit matter in relation to the valuation of the SHL client relationship
intangible asset and associated UEL. With regards to Speirs & Jeffrey (“S&J”) deferred consideration, given
the level of management judgement involved is now limited, we have not identified a key audit matter in
relation to this area.
Aside from the above there were no significant changes in our audit approach.
4 Conclusions relating to going concern
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.
Our evaluation of the directors’ assessment of the group’s and parent company’s ability to continue to adopt the going concern basis of
accounting included:
— Evaluating management’s judgement paper, identifying the assumptions applied in the going concern assessment and testing the
mechanical accuracy of the underlying forecast;
— Performing sensitivity analysis on the key assumptions applied to understand those that could give rise to a material uncertainty on the use
of the going concern basis;
— Stress testing for the amount by which the FTSE would need to fall to cause a material uncertainty in the use of the going concern basis
and comparing this to historical falls in the FTSE to assess the likelihood of such an event occurring and causing a material uncertainty for
the group;
— Performing an analysis of the impact of negative interest rates over a long period of time to the financial forecasts for the group to assess the
likelihood of such an event occurring and causing a material uncertainty for the group;
— Assessing the regulatory capital and liquidity position of the group and performing a reverse stress test to determine the point at which a
material uncertainty on the use of the going concern basis may arise and assessing the likelihood of such an event occurring; and
— Checking consistency with the forecast assumptions applied in the going concern assessment across other forecasts within the group.
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 parent 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 relation to the reporting on how the group has 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.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
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Consolidated financial statements
Independent Auditor’s Report to the members of Rathbones Group Plc continued
3 Summary of our audit approach
Key audit matters
The key audit matters that we identified in the current year were:
— Valuation of the Saunderson House Limited (“SHL”) client relationship intangible asset and associated
useful economic life (“UEL”);
— Impairment of client relationship intangibles and goodwill;
— Defined benefit pension scheme assumptions; and
— Investment management fee revenue relating to bespoke fees.
Within this report, key audit matters are identified as follows:
Newly identified
Similar level of risk
Increased level of risk
Decreased level of risk
Materiality
The materiality that we used for the group financial statements was £5.1m which was determined on the
basis of 5% of normalised profit before tax.
Scoping
The scope of our audit covered substantially the entire group, with both the investment management and
unit trust business segments being subject to a full scope audit.
Significant changes
in our approach
We have identified one additional key audit matter in relation to the valuation of the SHL client relationship
intangible asset and associated UEL. With regards to Speirs & Jeffrey (“S&J”) deferred consideration, given
the level of management judgement involved is now limited, we have not identified a key audit matter in
relation to this area.
Aside from the above there were no significant changes in our audit approach.
4 Conclusions relating to going concern
the financial statements is appropriate.
accounting included:
In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of accounting in the preparation of
Our evaluation of the directors’ assessment of the group’s and parent company’s ability to continue to adopt the going concern basis of
— Evaluating management’s judgement paper, identifying the assumptions applied in the going concern assessment and testing the
mechanical accuracy of the underlying forecast;
— Performing sensitivity analysis on the key assumptions applied to understand those that could give rise to a material uncertainty on the use
— Stress testing for the amount by which the FTSE would need to fall to cause a material uncertainty in the use of the going concern basis
and comparing this to historical falls in the FTSE to assess the likelihood of such an event occurring and causing a material uncertainty for
of the going concern basis;
the group;
— Performing an analysis of the impact of negative interest rates over a long period of time to the financial forecasts for the group to assess the
likelihood of such an event occurring and causing a material uncertainty for the group;
— Assessing the regulatory capital and liquidity position of the group and performing a reverse stress test to determine the point at which a
material uncertainty on the use of the going concern basis may arise and assessing the likelihood of such an event occurring; and
— Checking consistency with the forecast assumptions applied in the going concern assessment across other forecasts within the group.
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 parent 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 relation to the reporting on how the group has 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.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
5 Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our 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) that we identified.
These matters included 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 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.
5.1. Valuation of SHL client relationship intangible asset and associated UEL
Key audit matter
description
On 20 October 2021, the group acquired a 100% equity interest in SHL. In respect of this the group has
recognised a client relationship intangible of £79.4 million, which is being amortised over 15 years, and
goodwill of £70.8 million.
How the scope of our
audit responded to the
key audit matter
As detailed in the summary of principal accounting policies in note 1 and note 2, and as disclosed in note 8,
acquisition accounting requires management to make a number of judgements to determine the fair value
of acquired identifiable assets. We have identified the valuation of the SHL client relationship intangible and
associated UEL as a fraud risk, given the inherent judgement, complexity and level of estimation involved.
These judgements have also been considered by the Audit Committee as set out on page 93.
The significant assumptions that underpin the client relationship intangible asset valuation include: the
growth rate for assets under management (“AuM”); the revenue margins; the non-staff costs to income ratio;
and the applied discount rate.
The UEL has been derived based on the minimum life indicated from the group’s existing advisory book as
well as future expectations for the SHL client proposition.
In order to evaluate the appropriateness of the assumptions used by management, we obtained an
understanding of relevant controls over the appropriate determination of key assumptions and the
calculation of the client relationship intangible to be recognised in the financial statements.
In order to challenge the appropriateness of the assumptions used in the valuation model to derive the
valuation of the client relationship intangible asset and the assumptions that underpin the associated UEL
we have involved our in-house valuation specialists in reviewing the model methodology and the key
assumptions; independently recalculating the valuation; and benchmarking the assumptions to determine
their reasonableness. We have also evaluated the accuracy of the data inputs and calculations performed
by management.
To challenge the assumptions for growth rate in AUM, revenue margin and non-staff costs to income ratio
we scrutinised management’s business plans which underpinned the acquisition, assessed whether the
assumptions were consistent with data from previous acquisitions and evaluated management’s ability
to forecast with reasonable accuracy by validating actual outturns to historic forecasts.
We have performed a review of the disclosures included within the financial statements to determine
whether all required information has been included for a business combination under IFRS 3.
Key observations
We concluded that the valuation of the client relationship intangible asset and associated UEL have been
appropriately determined.
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5.2. Impairment of client relationship intangibles and goodwill
Key audit matter
description
The group holds client relationship intangibles of £193.6 million (2020: £121.1 million) and goodwill
of £167.7 million (2020: £96.9 million) comprising both relationships acquired through business
combinations and through acquisition of individual investment managers and their client portfolios.
We have identified this matter as a fraud risk, given the inherent judgement and level of estimation in
the annual impairment review.
As detailed in the summary of principal accounting policies in note 1 and note 2, client relationships
are reviewed for indicators of impairment at each balance sheet date and, if an indicator of impairment
exists, an impairment test is performed. Goodwill is tested for impairment at least annually, whether or not
indicators of impairment exist. These judgements have also been considered by the Audit Committee as set
out on page 93.
For client relationship intangibles, in determining the appropriate impairment triggers for each portfolio,
there is a degree of significant management judgement. This assessment is based on movements in the
value of funds under management and the loss of client relationships in advance of the amortisation period.
For goodwill, the impairment assessment is performed by comparing the carrying amount of each cash
generating unit (“CGU”) to its recoverable amount from its value-in-use, calculated using a discounted cash
flow method. In determining the value-in-use for the CGUs, management is required to make assumptions
in relation to an appropriate income growth rate, expenditure growth rate and the discount rate. The
discount rate, annual revenue growth rate and terminal growth rate used were 12.0%, 4.2%, and 1.0%
respectively as disclosed in note 22.
How the scope of our
audit responded to the
key audit matter
We obtained an understanding of relevant controls in relation to the impairment review process for
client relationship intangibles for both acquired portfolios and individual relationships and for goodwill.
We tested controls in place over Funds Under Management (“FUM”) values which form the basis of the
impairment assessment.
For client relationship intangibles, we specifically tested the calculations prepared by management as part
of the impairment review exercise to assess whether they meet the requirements of IAS 36 “Impairment
of Assets”. Where the review indicated that an impairment trigger had occurred, we assessed the relevant
assumptions and judgements made by management in determining whether an impairment needed to be
recognised. We have challenged the key assumptions around the impairment triggers identified for each
portfolio, which we have assessed for reasonableness and evaluated the accuracy of the inputs used
by management.
For goodwill, in order to challenge the appropriateness of the income and expenditure growth
assumptions used in the value-in-use calculation, we have back-tested the assumptions used by
management against historical performance and checked for consistency with forecasts used elsewhere
in the business. We challenged the determination of the discount rate applied by benchmarking to
appropriate market rates of interest and recalculation. We have also independently re-performed
management’s value-in-use calculation.
Focusing on those assumptions where the impairment test was most sensitive, we also performed
sensitivity analysis to assess the risk that reasonably possible changes in assumptions used by
management could give rise to an impairment.
We have performed a review of the disclosures included within the financial statements to determine
whether all required information has been included for client relationship intangibles and goodwill.
Key observations
Through our testing for client relationship intangibles and goodwill, we concluded that management’s
approach and conclusion was appropriate.
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Consolidated financial statements
5.2. Impairment of client relationship intangibles and goodwill
5.3. Defined benefit scheme assumptions
Key audit matter
description
The group has recognised a defined benefit pension scheme asset of £12.3 million (2020: liability of
£9.8 million). The net asset comprises scheme assets of £167.9 million (2020: £155.6 million) and a
defined benefit obligation of £155.6 million (2020: £165.4 million).
The calculation of the defined benefit obligation is sensitive to changes in underlying assumptions and
is considered to be a key source of estimation uncertainty for the group as detailed in note 2, disclosed in
note 29 to the financial statements, and as considered by the Audit Committee on page 93.
The key assumptions are in respect of the discount rate, inflation rate and mortality rate where
small changes to these assumptions could result in a material change to the valuation of the defined
benefit obligation.
How the scope of our
audit responded to the
key audit matter
In order to evaluate the appropriateness of the assumptions used by management, we obtained an
understanding of relevant controls over the appropriate determination of assumptions and the calculation
of the obligation to be recognised in the financial statements.
With the involvement of our in-house actuarial specialists, we made direct enquiries of the group’s actuary
to review and challenge each of the key assumptions used in the IAS 19 (“Employee Benefits”) pension
valuation. In particular, we compared each assumption used by management against independently
determined benchmarks derived using market and other data.
We have performed a review of the disclosures included within the financial statements to determine
whether all required information has been included for a defined benefit pension scheme.
Key observations
We concluded that each of the key assumptions used by management to estimate the defined benefit
obligation are consistent with the requirements of IAS 19 and that the valuation of the defined pension
scheme asset has been appropriately determined.
Independent Auditor’s Report to the members of Rathbones Group Plc continued
Key audit matter
description
The group holds client relationship intangibles of £193.6 million (2020: £121.1 million) and goodwill
of £167.7 million (2020: £96.9 million) comprising both relationships acquired through business
combinations and through acquisition of individual investment managers and their client portfolios.
We have identified this matter as a fraud risk, given the inherent judgement and level of estimation in
the annual impairment review.
As detailed in the summary of principal accounting policies in note 1 and note 2, client relationships
are reviewed for indicators of impairment at each balance sheet date and, if an indicator of impairment
exists, an impairment test is performed. Goodwill is tested for impairment at least annually, whether or not
indicators of impairment exist. These judgements have also been considered by the Audit Committee as set
out on page 93.
For client relationship intangibles, in determining the appropriate impairment triggers for each portfolio,
there is a degree of significant management judgement. This assessment is based on movements in the
value of funds under management and the loss of client relationships in advance of the amortisation period.
For goodwill, the impairment assessment is performed by comparing the carrying amount of each cash
generating unit (“CGU”) to its recoverable amount from its value-in-use, calculated using a discounted cash
flow method. In determining the value-in-use for the CGUs, management is required to make assumptions
in relation to an appropriate income growth rate, expenditure growth rate and the discount rate. The
discount rate, annual revenue growth rate and terminal growth rate used were 12.0%, 4.2%, and 1.0%
respectively as disclosed in note 22.
How the scope of our
audit responded to the
key audit matter
We obtained an understanding of relevant controls in relation to the impairment review process for
client relationship intangibles for both acquired portfolios and individual relationships and for goodwill.
We tested controls in place over Funds Under Management (“FUM”) values which form the basis of the
impairment assessment.
For client relationship intangibles, we specifically tested the calculations prepared by management as part
of the impairment review exercise to assess whether they meet the requirements of IAS 36 “Impairment
of Assets”. Where the review indicated that an impairment trigger had occurred, we assessed the relevant
assumptions and judgements made by management in determining whether an impairment needed to be
recognised. We have challenged the key assumptions around the impairment triggers identified for each
portfolio, which we have assessed for reasonableness and evaluated the accuracy of the inputs used
by management.
For goodwill, in order to challenge the appropriateness of the income and expenditure growth
assumptions used in the value-in-use calculation, we have back-tested the assumptions used by
management against historical performance and checked for consistency with forecasts used elsewhere
in the business. We challenged the determination of the discount rate applied by benchmarking to
appropriate market rates of interest and recalculation. We have also independently re-performed
management’s value-in-use calculation.
Focusing on those assumptions where the impairment test was most sensitive, we also performed
sensitivity analysis to assess the risk that reasonably possible changes in assumptions used by
management could give rise to an impairment.
We have performed a review of the disclosures included within the financial statements to determine
whether all required information has been included for client relationship intangibles and goodwill.
Key observations
Through our testing for client relationship intangibles and goodwill, we concluded that management’s
approach and conclusion was appropriate.
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5.4. Investment management fee revenue relating to bespoke fees
Key audit matter
description
As detailed in the summary of principal accounting policies in note 1 and in note 3, revenue comprises net
investment management fee income of £349.4 million (2020: £274.2 million), net commission income of
£53.6 million (2020: £62.3 million), net interest income of £3.9 million (2020: £8.4 million) and fees from
advisory services and other income of £29.1 million (2020: £21.1 million).
Investment management (“IM”) fees from the IM segment account for approximately 80% of total revenue
and are based on a percentage of an individual client’s funds under management (“FUM”). Due to its many
long standing client relationships and history of acquisitions, the number of fee schedules managed by the
group is high. This means that a number of clients are on bespoke rates rather than the current standard
rates or legacy rates that were standard previously or at the time of acquisition.
As a result, we identified a key audit matter relating to the risk that, whether due to error or fraud, incorrect
bespoke fee rates could be used to calculate investment management fees.
How the scope of our
audit responded to the
key audit matter
We tested controls over the calculation of investment management fees. This included controls relating
to the set-up of client fee rates, rate card amendments, the valuation of FUM and the system generated
investment management fees, including associated IT controls.
We used data analytics to recalculate the system generated amount for the total fee population.
We agreed a sample of bespoke client fee rates through to client contracts and the value of FUM to third
party sources. Where manual fee rate amendments were made to system generated fees we inspected
evidence of authority and rationale.
We have performed a review of the disclosures included within the financial statements to determine
whether all required information has been included for revenue.
Key observations
We concluded that the investment management fee revenue is appropriately recognised for the year ended
31 December 2021.
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5.4. Investment management fee revenue relating to bespoke fees
6 Our application of materiality
Key audit matter
description
As detailed in the summary of principal accounting policies in note 1 and in note 3, revenue comprises net
investment management fee income of £349.4 million (2020: £274.2 million), net commission income of
£53.6 million (2020: £62.3 million), net interest income of £3.9 million (2020: £8.4 million) and fees from
advisory services and other income of £29.1 million (2020: £21.1 million).
Investment management (“IM”) fees from the IM segment account for approximately 80% of total revenue
and are based on a percentage of an individual client’s funds under management (“FUM”). Due to its many
long standing client relationships and history of acquisitions, the number of fee schedules managed by the
group is high. This means that a number of clients are on bespoke rates rather than the current standard
rates or legacy rates that were standard previously or at the time of acquisition.
As a result, we identified a key audit matter relating to the risk that, whether due to error or fraud, incorrect
bespoke fee rates could be used to calculate investment management fees.
How the scope of our
audit responded to the
key audit matter
We tested controls over the calculation of investment management fees. This included controls relating
to the set-up of client fee rates, rate card amendments, the valuation of FUM and the system generated
investment management fees, including associated IT controls.
We used data analytics to recalculate the system generated amount for the total fee population.
We agreed a sample of bespoke client fee rates through to client contracts and the value of FUM to third
party sources. Where manual fee rate amendments were made to system generated fees we inspected
evidence of authority and rationale.
We have performed a review of the disclosures included within the financial statements to determine
whether all required information has been included for revenue.
Key observations
We concluded that the investment management fee revenue is appropriately recognised for the year ended
31 December 2021.
6.1. Materiality
We define materiality as the magnitude of misstatement in the financial statements that makes it probable that the economic decisions of a
reasonably knowledgeable person would be changed or influenced. We use materiality both in planning the scope of our audit work and in
evaluating the results of our work.
Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:
Materiality
Basis for determining
materiality
Rationale for the
benchmark applied
Group financial statements
Parent company financial statements
£5,123,500 (2020: £3,915,500)
£4,098,800 (2020: £1,918,000)
5% of normalised profit before tax.
Profit before tax has been normalised to exclude the
non-recurring acquisition related staff costs incurred
in the year of £5.6m.
Normalised profit before tax has been used as the
basis for determining materiality as this is the key
metric used by members of the parent company
and other relevant stakeholders in assessing
financial performance. In determining normalised
profit before tax, we have removed from statutory
profit before tax, the business acquisition and
integration costs on the basis that they are non-
recurring and that this provides a consistent basis
for determining materiality year on year.
Parent company materiality equates to 1% of net
assets, which is capped at 80% of group materiality.
The parent company primarily holds the
investments in group entities and, therefore,
net assets is considered to be the key focus for
users of the financial statements.
Group materiality
£5.1m
Component materiality range
£0.3m to £4.1m
Audit Committee reporting threshold
£0.3m
Normalised PBT
£102.5m
Group materiality
Normalised PBT
Group materiality
Review at group level
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6.2. Performance materiality
We set performance materiality at a level lower than materiality to reduce the probability that, in aggregate, uncorrected and undetected
misstatements exceed the materiality for the financial statements as a whole.
Performance materiality
Basis and rationale
for determining
performance materiality
Group financial statements
Parent company financial statements
70% (2020: 70%) of group materiality
70% (2020: 70%) of parent company materiality
In determining performance materiality, we considered the following factors:
— Our risk assessment, including our assessment of the group’s overall control environment and that we
consider it appropriate to rely on controls over a number of business processes;
— The performance of the group during 2021; and
— Our past experience of the audit, which has indicated a low number of corrected and uncorrected
misstatements identified in prior periods.
6.3. Error reporting threshold
We agreed with the Audit Committee that we would report to the Committee all audit differences in excess of £256,200 (2020: £195,700), as
well as differences below that threshold that, in our view, warranted reporting on qualitative grounds. We also report to the Audit Committee
on disclosure matters that we identified when assessing the overall presentation of the financial statements.
7 An overview of the scope of our audit
7.1. Identification and scoping of components
Our group audit was scoped by obtaining an understanding of the group and its environment, including group-wide controls, and assessing
the risks of material misstatement at the group level.
The group consists of the main trading subsidiary Rathbone Investment Management Limited along with the following entities that we have
identified to be significant for the group audit: Rathbone Group plc; Rathbone Unit Trust Management Limited; and Rathbone Investment
Management International Limited. All such entities were subject to a full scope audit and audited to an individual materiality level
determined on their individual financial statements which range from £0.3m to £4.1m.
Our full scope audits of the entities we deemed to be significant for the group audit covered 91% of the group’s revenue; 97% of the group’s
normalised profit before tax, and 93% of the group’s net assets.
Saunderson House Limited was acquired in the year, as such in the current year our component auditor is performing specified audit
procedures to a materiality set by the group audit team of £2.6m.
We performed analytical procedures on all other entities included in the group consolidation for group audit purposes.
Revenue
Normalised PBT
Net assets
Full audit scope
Specified audit procedures
Review at group level
Full audit scope
Specified audit procedures
Review at group level
91%
1%
8%
XX%
XX%
XX%
XX%
XX%
XX%
XX%
97%
1%
2%
XX%
XX%
XX%
XX%
XX%
XX%
XX%
XX%
XX%
Full audit scope
Specified audit procedures
Review at group level
93%
3%
4%
XX%
XX%
XX%
XX%
XX%
XX%
XX%
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XX%
XX%
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XX%
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Independent Auditor’s Report to the members of Rathbones Group Plc continued
6.2. Performance materiality
We set performance materiality at a level lower than materiality to reduce the probability that, in aggregate, uncorrected and undetected
misstatements exceed the materiality for the financial statements as a whole.
7.2. Our consideration of the control environment
Based on our understanding of the group’s control environment, we elected to test controls, including the involvement of IT specialists to
assess the associated IT controls, in the following areas:
Performance materiality
Basis and rationale
for determining
performance materiality
Group financial statements
Parent company financial statements
70% (2020: 70%) of group materiality
70% (2020: 70%) of parent company materiality
In determining performance materiality, we considered the following factors:
— Our risk assessment, including our assessment of the group’s overall control environment and that we
consider it appropriate to rely on controls over a number of business processes;
— The performance of the group during 2021; and
— Our past experience of the audit, which has indicated a low number of corrected and uncorrected
misstatements identified in prior periods.
6.3. Error reporting threshold
We agreed with the Audit Committee that we would report to the Committee all audit differences in excess of £256,200 (2020: £195,700), as
well as differences below that threshold that, in our view, warranted reporting on qualitative grounds. We also report to the Audit Committee
on disclosure matters that we identified when assessing the overall presentation of the financial statements.
7 An overview of the scope of our audit
7.1. Identification and scoping of components
the risks of material misstatement at the group level.
Our group audit was scoped by obtaining an understanding of the group and its environment, including group-wide controls, and assessing
The group consists of the main trading subsidiary Rathbone Investment Management Limited along with the following entities that we have
identified to be significant for the group audit: Rathbone Group plc; Rathbone Unit Trust Management Limited; and Rathbone Investment
Management International Limited. All such entities were subject to a full scope audit and audited to an individual materiality level
determined on their individual financial statements which range from £0.3m to £4.1m.
Our full scope audits of the entities we deemed to be significant for the group audit covered 91% of the group’s revenue; 97% of the group’s
normalised profit before tax, and 93% of the group’s net assets.
Saunderson House Limited was acquired in the year, as such in the current year our component auditor is performing specified audit
procedures to a materiality set by the group audit team of £2.6m.
We performed analytical procedures on all other entities included in the group consolidation for group audit purposes.
— Investment management fee income;
— Investment management commission income;
— Other operating income;
— Other operating costs; and
— Trade debtors and creditors.
The key IT systems relevant to the audit were the financial accounting system, the back office database and core IM business engine and
the front office application, with the former being applicable to all components within the group. The latter two are pivotal systems for
the provision of the investment management service and directly feed into the investment management fee and commission income
recognised. Therefore, they are particularly relevant for Rathbone Investment Management Limited and Rathbone Investment Management
International Limited.
Our IT specialists tested the controls on the above systems, as well as supplementary systems and processes within the group. We have
taken a controls reliance approach to the back office database and front office application systems and therefore, have taken a controls
reliance approach to investment management fee and commission income.
We have not taken a controls reliance approach over the financial accounting system, as its operation involves a high degree of
manual intervention.
7.3. Our consideration of climate-related risks
In planning our audit, we have considered the potential impact of climate change on the Group’s business and its financial statements.
The Group continues to develop its assessment of the potential impacts and opportunities of ESG and climate change as explained in the
Strategic Report on pages 54 to 63.
As a part of our audit, we have obtained management’s climate-related risk assessment and held discussions with management to understand
the process of identifying climate-related risks, the determination of mitigating actions and the impact on the Group’s financial statements.
We read the disclosures included in the annual report to consider whether they are materially consistent with the financial statements and
our knowledge obtained in the audit.
7.4. Working with other auditors
The consolidation, and all entities within it subject to a statutory audit, were audited by the group audit team, with the exception of
Saunderson House Limited. The group audit team sent instructions and held regular calls with the Deloitte LLP component audit team,
attended key audit related meetings and also reviewed the audit work performed at various stages throughout the audit process.
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8 Other information
The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report
thereon. The directors are responsible for the other information contained within the annual report.
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our
report, we do not express any form of assurance conclusion thereon.
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 course of the audit, or otherwise appears to be materially misstated.
If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a
material misstatement in the financial statements themselves. 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 in this regard.
9 Responsibilities of directors
As explained more fully in the directors’ responsibilities statement, the directors are responsible for the preparation of the financial statements
and for being satisfied that they give a true and fair view, and for such internal control as the directors 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 parent 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 parent company or to cease operations, or have no realistic alternative but to do so.
10 Auditor’s 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 auditor’s 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.
A further 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 auditor’s report.
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Independent Auditor’s Report to the members of Rathbones Group Plc continued
8 Other information
The other information comprises the information included in the annual report, other than the financial statements and our auditor’s report
thereon. The directors are responsible for the other information contained within the annual report.
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our
report, we do not express any form of assurance conclusion thereon.
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 course of the audit, or otherwise appears to be materially misstated.
If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a
material misstatement in the financial statements themselves. 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 in this regard.
9 Responsibilities of directors
As explained more fully in the directors’ responsibilities statement, the directors are responsible for the preparation of the financial statements
and for being satisfied that they give a true and fair view, and for such internal control as the directors 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 parent 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 parent company or to cease operations, or have no realistic alternative but to do so.
10 Auditor’s 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 auditor’s 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.
A further 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 auditor’s report.
11 Extent to which the audit was considered capable of detecting irregularities, including fraud
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.
11.1. Identifying and assessing potential risks related to irregularities
In identifying and assessing risks of material misstatement in respect of irregularities, including fraud and non-compliance with laws and
regulations, we considered the following:
— the nature of the industry and sector, the group’s control environment and business performance including the design of the group’s
remuneration policies, key drivers for directors’ remuneration, bonus levels and performance targets;
— the group’s own assessment of the risks that irregularities may occur either as a result of fraud or error that was approved by the
Audit Committee on 8 February 2022;
— results of our enquiries of management, internal audit, and the Audit Committee about their own identification and assessment of the risks
of irregularities;
— any matters we identified having obtained and reviewed the group’s documentation of their policies and procedures relating to:
— identifying, evaluating and complying with laws and regulations and whether they were aware of any instances of non-compliance;
— detecting and responding to the risks of fraud and whether they have knowledge of any actual, suspected or alleged fraud;
— the internal controls established to mitigate risks of fraud or non-compliance with laws and regulations;
— the matters discussed among the audit engagement team including significant component audit teams and relevant internal specialists,
including tax, valuations, pensions, IT, and industry specialists regarding how and where fraud might occur in the financial statements and
any potential indicators of fraud.
As a result of these procedures, we considered the opportunities and incentives that may exist within the organisation for fraud and
identified the greatest potential for fraud in the following areas: the valuation of the SHL client relationship intangible asset and associated
UEL; the impairment of client relationship intangibles and goodwill; and the investment management fee revenue relating to bespoke fees.
In common with all audits under ISAs (UK), we are also required to perform specific procedures to respond to the risk of management override.
We also obtained an understanding of the legal and regulatory frameworks that the group operates in, focusing on provisions of those laws
and regulations that had a direct effect on the determination of material amounts and disclosures in the financial statements. The key laws
and regulations we considered in this context included the Prudential Regulatory Authority’s and Financial Conduct Authority’s regulations;
the UK Companies Act, Listing Rules, pensions legislation and tax legislation.
In addition, we considered provisions of other laws and regulations that do not have a direct effect on the financial statements but compliance
with which may be fundamental to the group’s ability to operate or to avoid a material penalty. These included the group’s regulatory
solvency requirements.
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11.2. Audit response to risks identified
As a result of performing the above, we identified the valuation of the SHL client relationship intangible asset and associated UEL; the
impairment of client relationship intangibles and goodwill; and the investment management fee revenue relating to bespoke fees as key
audit matters related to the potential risk of fraud. The key audit matters section of our report explains the matters in more detail and also
describes the specific procedures we performed in response to those key audit matters.
In addition to the above, our procedures to respond to risks identified included the following:
— reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant
laws and regulations described as having a direct effect on the financial statements;
— enquiring of management, the Audit Committee and in-house and external legal counsel concerning actual and potential litigation
and claims;
— performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement
due to fraud;
— reading minutes of meetings of those charged with governance, reviewing internal audit reports and reviewing correspondence with
HMRC, the Prudential Regulatory Authority and the Financial Conduct Authority; and
— in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other
adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating
the business rationale of any significant transactions that are unusual or outside the normal course of business.
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members including
internal specialists and significant component audit teams, and remained alert to any indications of fraud or non-compliance with laws
and regulations throughout the audit.
Report on other legal and regulatory requirements
12 Opinions on other matters prescribed by the Companies Act 2006
In our opinion the part of the directors’ remuneration report to be audited has been properly prepared in accordance with the
Companies Act 2006.
In our opinion, based on the work undertaken in the course of the audit:
— the information given in the strategic report and the directors’ report for the financial year for which the financial statements are prepared
is consistent with the financial statements; and
— the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the
audit, we have not identified any material misstatements in the strategic report or the directors’ report.
13 Corporate Governance Statement
The Listing Rules require us to review the directors’ statement in relation to going concern, longer-term viability and that part of the Corporate
Governance Statement relating to the group’s compliance with the provisions of the UK Corporate Governance Code specified for our review.
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 with regards to the appropriateness of adopting the going concern basis of accounting and any material
uncertainties identified set out on page 114;
— the directors’ explanation as to its assessment of the group’s prospects, the period this assessment covers and why the period is appropriate
set out on pages 52-53;
— the directors’ statement on fair, balanced and understandable set out on page 92;
— the board’s confirmation that it has carried out a robust assessment of the emerging and principal risks set out on page 48;
— the section of the annual report that describes the review of effectiveness of risk management and internal control systems set out on
page 81; and
— the section describing the work of the Audit Committee set out on pages 90-94.
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Independent Auditor’s Report to the members of Rathbones Group Plc continued
and claims;
due to fraud;
— reading minutes of meetings of those charged with governance, reviewing internal audit reports and reviewing correspondence with
HMRC, the Prudential Regulatory Authority and the Financial Conduct Authority; and
— in addressing the risk of fraud through management override of controls, testing the appropriateness of journal entries and other
adjustments; assessing whether the judgements made in making accounting estimates are indicative of a potential bias; and evaluating
the business rationale of any significant transactions that are unusual or outside the normal course of business.
We also communicated relevant identified laws and regulations and potential fraud risks to all engagement team members including
internal specialists and significant component audit teams, and remained alert to any indications of fraud or non-compliance with laws
and regulations throughout the audit.
Report on other legal and regulatory requirements
12 Opinions on other matters prescribed by the Companies Act 2006
In our opinion the part of the directors’ remuneration report to be audited has been properly prepared in accordance with the
Companies Act 2006.
In our opinion, based on the work undertaken in the course of the audit:
— the information given in the strategic report and the directors’ report for the financial year for which the financial statements are prepared
is consistent with the financial statements; and
— the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the group and the parent company and their environment obtained in the course of the
audit, we have not identified any material misstatements in the strategic report or the directors’ report.
13 Corporate Governance Statement
The Listing Rules require us to review the directors’ statement in relation to going concern, longer-term viability and that part of the Corporate
Governance Statement relating to the group’s compliance with the provisions of the UK Corporate Governance Code specified for our review.
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 with regards to the appropriateness of adopting the going concern basis of accounting and any material
— the directors’ explanation as to its assessment of the group’s prospects, the period this assessment covers and why the period is appropriate
uncertainties identified set out on page 114;
set out on pages 52-53;
— the directors’ statement on fair, balanced and understandable set out on page 92;
— the board’s confirmation that it has carried out a robust assessment of the emerging and principal risks set out on page 48;
— the section of the annual report that describes the review of effectiveness of risk management and internal control systems set out on
page 81; and
— the section describing the work of the Audit Committee set out on pages 90-94.
11.2. Audit response to risks identified
As a result of performing the above, we identified the valuation of the SHL client relationship intangible asset and associated UEL; the
impairment of client relationship intangibles and goodwill; and the investment management fee revenue relating to bespoke fees as key
audit matters related to the potential risk of fraud. The key audit matters section of our report explains the matters in more detail and also
describes the specific procedures we performed in response to those key audit matters.
In addition to the above, our procedures to respond to risks identified included the following:
— reviewing the financial statement disclosures and testing to supporting documentation to assess compliance with provisions of relevant
laws and regulations described as having a direct effect on the financial statements;
— enquiring of management, the Audit Committee and in-house and external legal counsel concerning actual and potential litigation
14 Opinion on other matter prescribed by the Capital Requirements (Country-by-Country Reporting)
Regulations 2013
In our opinion the information given in note 40 to the financial statements for the financial year ended 31 December 2021 has been properly
prepared, in all material respects, in accordance with the Capital Requirements (Country-by Country Reporting) Regulations 2013.
15 Matters on which we are required to report by exception
15.1 Adequacy of explanations received and accounting records
Under the Companies Act 2006 we are required to report to you if, in our opinion:
— we have not received all the information and explanations we require for our audit; or
— performing analytical procedures to identify any unusual or unexpected relationships that may indicate risks of material misstatement
branches not visited by us; or
— adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from
— the parent company financial statements are not in agreement with the accounting records and returns.
We have nothing to report in respect of these matters.
15.2 Directors’ remuneration
Under the Companies Act 2006 we are also required to report if in our opinion certain disclosures of directors’ remuneration have not been
made or the part of the directors’ remuneration report to be audited is not in agreement with the accounting records and returns.
We have nothing to report in respect of these matters.
16 Other matters which we are required to address
16.1 Auditor tenure
Following the recommendation of the Audit Committee, we were appointed by Shareholders on 9 May 2019 to audit the financial statements
for the year ended 31 December 2019 and subsequent financial periods. The period of total uninterrupted engagement including previous
renewals and reappointments of the firm is 3 years, covering the years ended 31 December 2019 to 31 December 2021.
16.2 Consistency of the audit report with the additional report to the Audit Committee
Our audit opinion is consistent with the additional report to the Audit Committee we are required to provide in accordance with ISAs (UK).
17 Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit
work has been undertaken so that we might state to the company’s members those matters we are required to state to them in an auditor’s
report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the
company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
As required by the Financial Conduct Authority (FCA) Disclosure Guidance and Transparency Rule (DTR) 4.1.14R, these financial statements
form part of the European Single Electronic Format (ESEF) prepared Annual Financial Report filed on the National Storage Mechanism of the
UK FCA in accordance with the ESEF Regulatory Technical Standard ((‘ESEF RTS’). This auditor’s report provides no assurance over whether
the annual financial report has been prepared using the single electronic format specified in the ESEF RTS.
Manbhinder Rana, FCA (Senior Statutory Auditor)
For and on behalf of Deloitte LLP
Statutory Auditor
London, United Kingdom
23 February 2022
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Consolidated statement of
comprehensive income
for the year ended 31 December 2021
Interest and similar income
Interest expense and similar charges
Net interest income
Fee and commission income
Fee and commission expense
Net fee and commission income
Net trading income
Other operating income
Operating income
Charges in relation to client relationships and goodwill
Acquisition-related costs
Other operating expenses
Operating expenses
Profit before tax
Taxation
Profit after tax
Profit for the year attributable to equity holders of the company
Other comprehensive income:
Items that will not be reclassified to profit or loss
Net remeasurement of defined benefit liability
Deferred tax relating to net remeasurement of defined benefit liability
Other comprehensive income net of tax
Total comprehensive income for the year net of tax attributable to equity holders
of the company
Dividends paid and proposed for the year per ordinary share
Dividends paid and proposed for the year
Earnings per share for the year attributable to equity holders of the company:
– basic
– diluted
The accompanying notes form an integral part of the consolidated financial statements.
Note
4
5
6
6
7
9
7
11
2021
£’000
7,710
(3,834)
3,876
457,696
(29,062)
428,634
–
3,417
435,927
(15,595)
(10,089)
(315,208)
(340,892)
95,035
(19,806)
75,229
75,229
2020
£’000
14,976
(6,554)
8,422
378,240
(24,491)
353,749
(12)
3,929
366,088
(14,302)
(34,449)
(273,558)
(322,309)
43,779
(17,127)
26,652
26,652
29
21
17,091
(3,247)
(4,682)
1,668
13,844
(3,014)
89,073
23,638
81.0p
49,501
72.0p
38,728
133.5p
129.3p
49.6p
47.6p
12
13
130
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Consolidated financial statements
Consolidated statement of
comprehensive income
for the year ended 31 December 2021
Interest and similar income
Interest expense and similar charges
Net interest income
Fee and commission income
Fee and commission expense
Net fee and commission income
Net trading income
Other operating income
Operating income
Acquisition-related costs
Other operating expenses
Operating expenses
Profit before tax
Taxation
Profit after tax
Charges in relation to client relationships and goodwill
Profit for the year attributable to equity holders of the company
Other comprehensive income:
Items that will not be reclassified to profit or loss
Net remeasurement of defined benefit liability
Deferred tax relating to net remeasurement of defined benefit liability
Other comprehensive income net of tax
Total comprehensive income for the year net of tax attributable to equity holders
of the company
Dividends paid and proposed for the year per ordinary share
Dividends paid and proposed for the year
Earnings per share for the year attributable to equity holders of the company:
– basic
– diluted
The accompanying notes form an integral part of the consolidated financial statements.
Note
4
5
6
6
7
9
12
13
2021
£’000
7,710
(3,834)
3,876
457,696
(29,062)
428,634
–
3,417
2020
£’000
14,976
(6,554)
8,422
378,240
(24,491)
353,749
(12)
3,929
435,927
366,088
(15,595)
(10,089)
(14,302)
(34,449)
(315,208)
(273,558)
7
(340,892)
(322,309)
11
(19,806)
95,035
75,229
75,229
43,779
(17,127)
26,652
26,652
29
21
17,091
(3,247)
(4,682)
1,668
13,844
(3,014)
89,073
23,638
81.0p
49,501
72.0p
38,728
133.5p
129.3p
49.6p
47.6p
Consolidated statement of
changes in equity
for the year ended 31 December 2021
At 1 January 2020
Profit for the year
Net remeasurement of defined benefit liability
Deferred tax relating to components of other
comprehensive income
Other comprehensive income net of tax
Dividends paid
Issue of share capital
Share-based payments:
– value of employee services
– cost of own shares acquired
– cost of own shares vesting
– tax on share-based payments
At 31 December 2020
Profit for the year
Net remeasurement of defined benefit asset
Deferred tax relating to components of other
comprehensive income
Other comprehensive income net of tax
Dividends paid
Issue of share capital
Share-based payments:
– value of employee services
– cost of own shares acquired
– cost of own shares vesting
– tax on share-based payments
At 31 December 2021
Note
29
21
12
30
31
31
29
21
12
30
31
31
Share
capital
£’000
2,818
Share
premium
£’000
210,939
Merger
reserve
£’000
71,756
Own
shares
£’000
(41,971)
Retained
earnings
£’000
241,851
26,652
(4,682)
Total
equity
£’000
485,393
26,652
(4,682)
–
–
56
4,153
–
–
(5,077)
304
2,874
215,092
71,756
(46,744)
–
–
–
–
226
75,934
5,209
(15,130)
25,248
3,100
291,026
76,965
(36,626)
1,668
(3,014)
1,668
(3,014)
–
(37,831)
43,635
(304)
(140)
270,849
75,229
17,091
(37,831)
4,209
43,635
(5,077)
–
(140)
513,827
75,229
17,091
(3,247)
13,844
(3,247)
13,844
(43,960)
(3,247)
(25,248)
1,350
288,817
(43,960)
81,369
(3,247)
(15,130)
–
1,350
623,282
The accompanying notes form an integral part of the consolidated financial statements.
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Consolidated balance sheet
as at 31 December 2021
Assets
Cash and balances with central banks
Settlement balances
Loans and advances to banks
Loans and advances to customers
Investment securities:
– fair value through profit or loss
– amortised cost
Prepayments, accrued income and other assets
Property, plant and equipment
Right-of-use assets
Current tax asset
Net deferred tax asset
Intangible assets
Retirement benefit asset
Total assets
Liabilities
Deposits by banks
Settlement balances
Due to customers
Accruals, provisions and other liabilities
Lease liabilities
Current tax liabilities
Net deferred tax liability
Subordinated loan notes
Retirement benefit obligation
Total liabilities
Equity
Share capital
Share premium
Merger reserve
Own shares
Retained earnings
Total equity
Total liabilities and equity
Note
2021
£’000
2020
£’000
14 1,463,294
69,750
203,589
179,840
15
16
1,802,706
90,373
159,430
166,221
17
17
18
19
20
21
22
29
29,934
761,654
115,992
13,059
43,895
2,272
–
376,187
12,287
3,271,753
23
2,212
60,075
24 2,333,011
25
144,498
27
54,971
–
13,811
39,893
–
2,648,471
21
28
29
107,559
651,427
98,714
14,846
44,856
–
3,342
231,144
–
3,370,618
893
95,412
2,561,767
112,071
56,124
971
–
19,768
9,785
2,856,791
30
30
30
31
3,100
291,026
76,965
(36,626)
288,817
623,282
3,271,753
2,874
215,092
71,756
(46,744)
270,849
513,827
3,370,618
The financial statements were approved by the board of directors and authorised for issue on 23 February 2022 and were signed on its
behalf by:
Paul Stockton
Group Chief Executive Officer
Jennifer Mathias
Group Chief Financial Officer
Company registered number: 01000403
The accompanying notes form an integral part of the consolidated financial statements.
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Consolidated financial statements
Consolidated balance sheet
Consolidated statement of cash flows
as at 31 December 2021
for the year ended 31 December 2021
Assets
Cash and balances with central banks
Settlement balances
Loans and advances to banks
Loans and advances to customers
Investment securities:
– fair value through profit or loss
– amortised cost
Prepayments, accrued income and other assets
Property, plant and equipment
Right-of-use assets
Current tax asset
Net deferred tax asset
Intangible assets
Retirement benefit asset
Total assets
Liabilities
Deposits by banks
Settlement balances
Due to customers
Accruals, provisions and other liabilities
Lease liabilities
Current tax liabilities
Net deferred tax liability
Subordinated loan notes
Retirement benefit obligation
Total liabilities
Equity
Share capital
Share premium
Merger reserve
Own shares
Retained earnings
Total equity
behalf by:
Total liabilities and equity
3,271,753
3,370,618
The financial statements were approved by the board of directors and authorised for issue on 23 February 2022 and were signed on its
Paul Stockton
Group Chief Executive Officer
Jennifer Mathias
Group Chief Financial Officer
Company registered number: 01000403
The accompanying notes form an integral part of the consolidated financial statements.
Note
2021
£’000
2020
£’000
14 1,463,294
1,802,706
15
16
17
17
18
19
20
21
22
29
23
25
27
21
28
29
30
30
30
31
3,271,753
3,370,618
2,212
60,075
893
95,412
24 2,333,011
2,561,767
69,750
203,589
179,840
29,934
761,654
115,992
13,059
43,895
2,272
–
376,187
12,287
144,498
54,971
13,811
39,893
–
–
3,100
291,026
76,965
(36,626)
288,817
623,282
90,373
159,430
166,221
107,559
651,427
98,714
14,846
44,856
3,342
231,144
–
–
112,071
56,124
971
–
19,768
9,785
2,874
215,092
71,756
(46,744)
270,849
513,827
2,648,471
2,856,791
Cash flows from operating activities
Profit before tax
Change in fair value through profit or loss
Net interest income
(Recoveries)/Impairment losses on financial instruments
Net charge for provisions
Profit on disposal of property, plant and equipment
Depreciation, amortisation and impairment
Foreign exchange movements
Defined benefit pension scheme charges
Defined benefit pension contributions paid
Share-based payment charges
Interest paid
Interest received
Changes in operating assets and liabilities:
– net (increase)/decrease in loans and advances to banks and customers
– net decrease/(increase) in settlement balance debtors
– net increase in prepayments, accrued income and other assets
– net decrease in amounts due to customers and deposits by banks
– net (decrease)/increase in settlement balance creditors
– net (decrease)/increase in accruals, deferred income, provisions and other liabilities
Cash (used in)/generated from operations
Tax paid
Net cash (outflow)/inflow from operating activities
Cash flows from investing activities
Acquisition of subsidiaries, net of cash acquired
Purchase of property, plant, equipment and intangible assets
Purchase of right-of-use assets
Purchase of investment securities
Proceeds from sale and redemption of investment securities
Net cash used in investing activities
Cash flows from financing activities
Net (repurchase)/issue of ordinary shares
Repayment of subordinated loan notes
Net proceeds from the issue of subordinated loan notes
Dividends paid
Payment of lease liabilities
Interest paid
Net cash generated from/(used in) financing activities
Net decrease in cash and cash equivalents
Cash and cash equivalents at the beginning of the year
Cash and cash equivalents at the end of the year
The accompanying notes form an integral part of the consolidated financial statements.
Note
2021
£’000
2020
£’000
95,035
(670)
(3,876)
(712)
3,118
–
31,279
(519)
105
(5,086)
20,132
(4,994)
11,225
145,037
(41,409)
20,624
(9,113)
(227,435)
(35,336)
(39,381)
(187,013)
(27,207)
(214,220)
(79,736)
(12,632)
(70)
(932,386)
821,790
(203,034)
43,779
(1,881)
(8,422)
582
143
–
31,229
1,245
200
(3,111)
39,986
(5,300)
12,376
110,826
29,852
(37,852)
(722)
(106,013)
37,718
19,616
53,425
(21,410)
32,015
(12,048)
(13,294)
(238)
(886,847)
833,712
(78,715)
33
26
17
29
29
17
17
38
12
(868)
44,335
–
(20,114)
–
39,893
(37,831)
(43,960)
(4,880)
(5,109)
(1,060)
(895)
(44,639)
14,150
(91,339)
(403,104)
2,056,694 2,148,033
38 1,653,590 2,056,694
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Notes to the consolidated financial statements
Notes to the consolidated
financial statements
1 Principal accounting policies
Rathbones Group Plc (‘the company’) is a public company limited by shares incorporated and domiciled in England and Wales under the
Companies Act 2006.
1.1 Basis of preparation
The consolidated and company financial statements have been prepared in accordance with UK-adopted International Accounting Standards.
The company financial statements are presented on pages 193 to 212.
The financial statements have been prepared on the historical cost basis, except for certain financial instruments that are measured at fair
value (notes 1.12 and 1.16). The principal accounting policies adopted are set out in this note and, unless otherwise stated, have been applied
consistently to all periods presented in the consolidated financial statements.
1.2 Basis of consolidation
The consolidated financial statements incorporate the financial statements of the company and entities controlled by the company
(its subsidiaries), together ‘the group’, made up to 31 December each year.
The group controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to
affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is obtained, and no
longer consolidated from the date that control ceases; their results are included in the consolidated financial statements up to the date that
control ceases. Inter-company transactions and balances between group companies are eliminated on consolidation.
1.3 Developments in reporting standards and interpretations
Standards and interpretations affecting the reported results or the financial position
The following amendments to standards have been adopted in the current period, but have not had a significant impact on the amounts
reported in these financial statements:
— COVID-19-Related Rent Concessions (Amendment to IFRS 16)
— Interest Rate Benchmark Reform (Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16)
Future new standards and interpretations
The following standards are effective for annual periods beginning after 1 January 2021 and earlier application is permitted; however, the group
has not early-adopted the amended standard in preparing these consolidated financial statements.
Standards available for early adoption
COVID-19-Related Rent Concessions beyond 30 June 2021 (Amendment to IFRS 16)
Onerous Contracts – Cost of Fulfilling a Contract (Amendments to IAS 37)
Annual Improvements to IFRS Standards 2018-2020
Property, Plant and Equipment: Proceeds before Intended Use (Amendments to IAS 16)
Reference to the Conceptual Framework (Amendments to IFRS 3)
IFRS 17 Insurance Contracts
Classification of liabilities as current or non-current (Amendments to IAS 1)
Amendments to IFRS 17
Disclosure of Accounting Policies (Amendments to IAS 1 and IFRS Practice Statement 2)
Definition of Accounting Estimate (Amendments to IAS 8)
Effective date
01 April 2021
01 January 2022
01 January 2022
01 January 2022
01 January 2022
01 January 2023
01 January 2023
01 January 2023
01 January 2023
01 January 2023
Deferred Tax Related to Assets and Liabilities Arising from a Single Transaction – Amendments to IAS 12 Income Taxes
01 January 2023
Sale or Contribution of Assets between an Investor and its Associate or Joint Venture (Amendments to IFRS 10 and IAS 28) Optional
None of these standards are expected to have a material impact on the group’s financial statements.
1.4 Business combinations
Business combinations are accounted for using the acquisition method. The consideration for each acquisition is measured at the aggregate
of the fair values (at the date of exchange) of assets acquired, liabilities assumed and equity instruments issued by the group in exchange for
control of the acquiree. Acquisition-related costs are recognised in profit or loss as incurred.
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Consolidated financial statements Notes to the consolidated financial statements
Notes to the consolidated
financial statements
Rathbones Group Plc (‘the company’) is a public company limited by shares incorporated and domiciled in England and Wales under the
1 Principal accounting policies
Companies Act 2006.
1.1 Basis of preparation
The consolidated and company financial statements have been prepared in accordance with UK-adopted International Accounting Standards.
The company financial statements are presented on pages 193 to 212.
The financial statements have been prepared on the historical cost basis, except for certain financial instruments that are measured at fair
value (notes 1.12 and 1.16). The principal accounting policies adopted are set out in this note and, unless otherwise stated, have been applied
consistently to all periods presented in the consolidated financial statements.
1.2 Basis of consolidation
The consolidated financial statements incorporate the financial statements of the company and entities controlled by the company
(its subsidiaries), together ‘the group’, made up to 31 December each year.
The group controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to
affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is obtained, and no
longer consolidated from the date that control ceases; their results are included in the consolidated financial statements up to the date that
control ceases. Inter-company transactions and balances between group companies are eliminated on consolidation.
1.3 Developments in reporting standards and interpretations
Standards and interpretations affecting the reported results or the financial position
The following amendments to standards have been adopted in the current period, but have not had a significant impact on the amounts
reported in these financial statements:
— COVID-19-Related Rent Concessions (Amendment to IFRS 16)
— Interest Rate Benchmark Reform (Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16)
Future new standards and interpretations
The following standards are effective for annual periods beginning after 1 January 2021 and earlier application is permitted; however, the group
has not early-adopted the amended standard in preparing these consolidated financial statements.
Standards available for early adoption
COVID-19-Related Rent Concessions beyond 30 June 2021 (Amendment to IFRS 16)
Onerous Contracts – Cost of Fulfilling a Contract (Amendments to IAS 37)
Annual Improvements to IFRS Standards 2018-2020
Property, Plant and Equipment: Proceeds before Intended Use (Amendments to IAS 16)
Reference to the Conceptual Framework (Amendments to IFRS 3)
Classification of liabilities as current or non-current (Amendments to IAS 1)
IFRS 17 Insurance Contracts
Amendments to IFRS 17
Disclosure of Accounting Policies (Amendments to IAS 1 and IFRS Practice Statement 2)
Definition of Accounting Estimate (Amendments to IAS 8)
Effective date
01 April 2021
01 January 2022
01 January 2022
01 January 2022
01 January 2022
01 January 2023
01 January 2023
01 January 2023
01 January 2023
01 January 2023
None of these standards are expected to have a material impact on the group’s financial statements.
1.4 Business combinations
Business combinations are accounted for using the acquisition method. The consideration for each acquisition is measured at the aggregate
of the fair values (at the date of exchange) of assets acquired, liabilities assumed and equity instruments issued by the group in exchange for
control of the acquiree. Acquisition-related costs are recognised in profit or loss as incurred.
Where applicable, the consideration for the acquisition includes any asset or liability resulting from a contingent consideration arrangement,
measured at its acquisition date fair value. Subsequent changes in such fair values may arise as a result of additional information obtained
after this date about facts and circumstances that existed at the acquisition date. Provided they arise within 12 months of the acquisition date,
these changes are measurement period adjustments and are reflected against the cost of acquisition. Changes in the fair value of contingent
consideration resulting from events occurring after the acquisition date are charged to profit or loss or other comprehensive income, except
for obligations that are classified as equity, which are not remeasured. Such changes are irrespective of the 12-month period from acquisition.
1.5 Going concern
The directors have, at the time of approving the financial statements, a reasonable expectation that the company and the group have
adequate resources to continue in operational existence. In forming this view, the directors have considered the company’s and the
group’s prospects for a period of at least 12 months. As a result, the directors continue to adopt the going concern basis of accounting in
preparing the financial statements.
1.6 Foreign currencies
The functional and presentational currency of the company and its subsidiaries is sterling.
Transactions in currencies other than the relevant group entity’s functional currency are recorded at the rates of exchange prevailing on the
dates of the transactions. At each balance sheet date, monetary assets and liabilities that are denominated in foreign currencies are retranslated
at the rates prevailing on the balance sheet date. Gains and losses arising on retranslation are included in profit or loss for the year.
1.7 Income
Net interest income
Interest income or expense is recognised within net interest income using the effective interest method.
The effective interest method is the method of calculating the amortised cost of a financial asset or liability (or group of assets and liabilities)
and of allocating the interest income or interest expense over the relevant period. The effective interest rate is the rate that exactly discounts
the expected future cash payments or receipts through the expected life of the financial instrument, or when appropriate, a shorter period, to:
— the gross carrying amount of the financial asset; or
— the amortised cost of the financial liability.
The application of the method has the effect of recognising income (or expense) receivable (or payable) on the instrument evenly in proportion
to the amount outstanding over the period to maturity or repayment. In calculating effective interest, the group estimates cash flows considering all
contractual terms of the financial instrument but excluding the impact of future credit losses.
Dividends received from money market funds are included in net interest income when received.
Net fee and commission income
Portfolio or investment management fees, commissions receivable or payable and fees from advisory services are recognised on a continuous
basis over the period that the related service is provided.
Commission charges for executing transactions on behalf of clients are recognised when the transaction is dealt.
Initial charges receivable from the sale of unit holdings in the group’s collective investment schemes and related rebates are recognised at the
point of sale.
The group has made an assessment as to whether the work performed to earn such fees constitutes the transfer of services and, therefore,
fulfils any performance obligation(s). If so, then these fees can be recognised when the relevant performance obligation has been satisfied; if
not, then the fees can only be recognised in the period in which the services are provided.
Deferred Tax Related to Assets and Liabilities Arising from a Single Transaction – Amendments to IAS 12 Income Taxes
01 January 2023
A breakdown of the timing of revenue recognition can be found in note 3.
Sale or Contribution of Assets between an Investor and its Associate or Joint Venture (Amendments to IFRS 10 and IAS 28) Optional
Net trading income
Net trading income comprises net dealing profits on the sale and redemption of units in the Funds business and is recognised when received.
Dividend income
Dividend income from final dividends on equity securities is accounted for on the date the security becomes ex-dividend. Interim dividends
are recognised when received.
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Notes to the consolidated financial statements continued
1 Principal accounting policies continued
1.8 Leases
At inception of a contract, the group assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract
conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract
conveys the right to control the use of an identified asset, the group uses the definition of a lease in IFRS 16.
The group recognises a right-of-use asset and a lease liability at the inception date of the lease. The right-of-use asset is initially measured at
cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date,
plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset
or the site on which it is located, less any lease incentives received.
The right-of-use assets are subsequently depreciated on a straight-line basis over the shorter of the expected life of the asset and the lease
term, adjusted for any remeasurements of the lease liability. At the end of each reporting period, the right-of-use assets are assessed for
indicators of impairment in accordance with IAS 36.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted
using the interest rate implicit in the lease or, if that rate cannot be readily determined, the group’s incremental borrowing rate. The group uses
its incremental borrowing rate as the discount rate.
Lease payments included in the measurement of the lease liability comprise the following:
— fixed payments, including in-substance fixed payments
— variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date
— amounts expected to be payable under a residual value guarantee
— the exercise price under a purchase option that the group is reasonably certain to exercise, lease payments in an optional renewal period if
the group is reasonably certain to exercise an extension option, and penalties for early termination of a lease unless the group is reasonably
certain not to terminate early.
The group’s incremental borrowing rate is derived with reference to the group’s subordinated loan notes (note 28), which is the only external
financing on the consolidated balance sheet.
The lease liability is subsequently measured by adjusting the carrying amount to reflect the interest charge, the lease payments made and any
reassessment or lease modifications. The lease liability is remeasured if the group changes its assessment of whether it will exercise a purchase,
extension or termination option.
When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is
recorded in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.
Where the group is an intermediate lessor in a sub-lease, it accounts for its interests in the head lease and the sub-lease separately.
It assesses the lease classification of a sub-lease with reference to the right-of-use asset arising from the head lease, not with reference
to the underlying asset.
1.9 Share-based payments
The group engages in equity-settled and cash-settled share-based payment transactions in respect of services received from its employees.
Equity-settled awards
For equity-settled share-based payments, the fair value of the award is measured by reference to the fair value of the shares or share options
granted on the grant date. The cost of the employee services received in respect of the shares or share options granted is recognised in profit
or loss over the vesting period, with a corresponding credit to equity.
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Consolidated financial statements
The fair value of the awards or options granted is determined using a binomial pricing model, which takes into account the current share
price, the risk-free interest rate, the expected volatility of the company’s share price over the life of the option or award, any applicable
exercise price and other relevant factors. Only those vesting conditions that include terms related to market conditions are taken into account
in estimating fair value. Non-market vesting conditions are taken into account by adjusting the number of shares or share options included
in the measurement of the cost of employee services so that, ultimately, the amount recognised in profit or loss reflects the number of vested
shares or share options, with a corresponding adjustment to equity. Where vesting conditions are related to market conditions, the charges for
the services received are recognised regardless of whether or not the market-related vesting condition is met, provided that any non-market
vesting conditions are also met. Shares purchased and issued are charged directly to equity.
Cash-settled awards
For cash-settled share-based payments, a liability is recognised for the services received to the balance sheet date, measured at the fair value
of the liability. At each subsequent balance sheet date and at the date on which the liability is settled, the fair value of the liability is remeasured
with any changes in fair value recognised in profit or loss.
1.10 Taxation
Current tax
Current tax is the expected tax payable or receivable on net taxable income for the year. Current tax is calculated using tax rates enacted
or substantively enacted by the balance sheet date, together with any adjustment to tax payable or receivable in respect of previous years.
Deferred tax
Deferred tax is accounted for under the balance sheet liability method in respect of temporary differences using tax rates (and laws) that
have been enacted or substantively enacted by the balance sheet date and are expected to apply when the liability is settled or when the
asset is realised. Deferred tax liabilities are recognised for all temporary differences and deferred tax assets are recognised to the extent that it
is probable that taxable profits will be available against which deductible temporary differences may be utilised, except where the temporary
difference arises:
— from the initial recognition of goodwill;
— from the initial recognition of other assets and liabilities in a transaction, which affects neither the tax profit nor the accounting profit, other
than in a business combination; or
— in relation to investments in subsidiaries and associates, where the group is able to control the reversal of the temporary difference and it is
the group’s intention not to reverse the temporary difference in the foreseeable future.
Deferred tax assets and liabilities are offset when they relate to income taxes levied by the same taxation authority and the group intends to
settle its current tax assets and liabilities on a net basis.
Current and deferred tax are recognised, in the same or a different period:
— in other comprehensive income if they relate to items recognised in other comprehensive income
— directly in retained earnings if they relate to items recognised directly in retained earnings.
1.11 Cash and cash equivalents
Cash comprises cash in hand.
Cash equivalents comprise money market funds which are realisable on demand and loans and advances to banks with a maturity of less
than three months from the date of acquisition.
For the purposes of the consolidated statement of cash flows, cash and cash equivalents consist of cash and cash equivalents as defined
above, net of outstanding bank overdrafts.
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Notes to the consolidated financial statements continued
1 Principal accounting policies continued
1.12 Financial assets
Initial recognition and measurement
Financial assets, excluding trade debtors, are initially recognised when the group becomes party to the contractual provisions of the asset.
Trade debtors are recognised when cash is advanced to the borrowers.
Financial assets are initially recognised at fair value plus transaction costs that are directly attributable to their acquisition (except those
assets classified at fair value through profit or loss). Trade debtors without a significant financing component are initially measured at the
transaction price.
Financial assets are not reclassified subsequent to their initial recognition unless the group changes its business model for managing
financial assets, in which case all affected financial assets are reclassified on the first day of the first reporting period following the change
in the business model.
Classification and subsequent measurement
Financial assets are classified and measured in the following categories:
— amortised cost
Financial assets are measured at amortised cost if their contractual terms give rise to cash flows that are solely payments of principal
and interest on the principal amount outstanding and they are held within a business model whose objective is to hold assets to collect
contractual cash flows.
Assets are measured at amortised cost using the effective interest rate method (note 1.7), less any impairment losses. Interest income,
foreign exchange gains and losses and impairment are recognised in profit or loss. Any gain or loss on derecognition is recognised in profit
or loss.
— at fair value through other comprehensive income (FVOCI)
Debt instruments are measured at FVOCI if their contractual terms give rise to cash flows that are solely payments of principal and interest
on the principal amount outstanding and they are held within a business model whose objective is both to hold assets to collect contractual
cash flows and to sell the assets.
For debt instruments, interest income is calculated using the effective interest method. For equity instruments, dividends are recognised as
income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. All other gains and losses on
assets at FVOCI are recognised in OCI.
— at fair value through profit or loss (FVTPL)
All equity instruments are measured at FVTPL unless, provided the instrument is not held for trading, the group irrevocably elects to
measure the instrument at FVOCI. This election is made on an investment-by-investment basis.
All financial assets not classified as measured at amortised cost or FVOCI as described above are measured at FVTPL. On initial recognition,
the group may irrevocably designate a financial asset that otherwise meets the requirements to be measured at amortised cost or FVOCI at
FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.
Net gains and losses, including any interest or dividend income, are recognised in profit or loss.
Business model assessment
The group assesses the objective of the business model in which a financial asset is held at a portfolio level. The information considered includes:
— the objectives for the portfolio and how those tie in to the current and future strategy of the group
— how the performance of the portfolio is evaluated and reported to the group’s management
— the risks that affect the performance of the business model (and the financial assets held within that business model) and how those risks
are managed
— how group employees are compensated, e.g. whether compensation is based on the fair value of the assets managed or the contractual
cash flows collected
— the frequency, volume and timing of sales of financial assets in prior periods, the reasons for such sales and expectations about future
sales activity.
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Consolidated financial statements
Notes to the consolidated financial statements continued
Financial assets are not reclassified subsequent to their initial recognition unless the group changes its business model for managing
financial assets, in which case all affected financial assets are reclassified on the first day of the first reporting period following the change
Classification and subsequent measurement
Financial assets are classified and measured in the following categories:
Financial assets are measured at amortised cost if their contractual terms give rise to cash flows that are solely payments of principal
and interest on the principal amount outstanding and they are held within a business model whose objective is to hold assets to collect
Assets are measured at amortised cost using the effective interest rate method (note 1.7), less any impairment losses. Interest income,
transaction price.
in the business model.
— amortised cost
contractual cash flows.
or loss.
— at fair value through other comprehensive income (FVOCI)
Debt instruments are measured at FVOCI if their contractual terms give rise to cash flows that are solely payments of principal and interest
on the principal amount outstanding and they are held within a business model whose objective is both to hold assets to collect contractual
cash flows and to sell the assets.
For debt instruments, interest income is calculated using the effective interest method. For equity instruments, dividends are recognised as
income in profit or loss unless the dividend clearly represents a recovery of part of the cost of the investment. All other gains and losses on
assets at FVOCI are recognised in OCI.
— at fair value through profit or loss (FVTPL)
All equity instruments are measured at FVTPL unless, provided the instrument is not held for trading, the group irrevocably elects to
measure the instrument at FVOCI. This election is made on an investment-by-investment basis.
All financial assets not classified as measured at amortised cost or FVOCI as described above are measured at FVTPL. On initial recognition,
the group may irrevocably designate a financial asset that otherwise meets the requirements to be measured at amortised cost or FVOCI at
FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.
Net gains and losses, including any interest or dividend income, are recognised in profit or loss.
Business model assessment
The group assesses the objective of the business model in which a financial asset is held at a portfolio level. The information considered includes:
— the objectives for the portfolio and how those tie in to the current and future strategy of the group
— how the performance of the portfolio is evaluated and reported to the group’s management
— the risks that affect the performance of the business model (and the financial assets held within that business model) and how those risks
— how group employees are compensated, e.g. whether compensation is based on the fair value of the assets managed or the contractual
are managed
cash flows collected
sales activity.
1 Principal accounting policies continued
1.12 Financial assets
Initial recognition and measurement
Payments of principal and interest criterion
In assessing whether the contractual cash flows are solely payments of principal and interest, the group considers:
— the contractual terms of the instrument, checking consistency with basic lending criteria
Financial assets, excluding trade debtors, are initially recognised when the group becomes party to the contractual provisions of the asset.
— the impact of the time value of money
Trade debtors are recognised when cash is advanced to the borrowers.
Financial assets are initially recognised at fair value plus transaction costs that are directly attributable to their acquisition (except those
assets classified at fair value through profit or loss). Trade debtors without a significant financing component are initially measured at the
— features that would change the amount or timing of contractual cash flows
— other factors, such as prepayment or extension features.
Derecognition
foreign exchange gains and losses and impairment are recognised in profit or loss. Any gain or loss on derecognition is recognised in profit
The maximum period considered when estimating ECLs is the maximum contractual period over which the group is exposed to credit risk.
Financial assets are derecognised when the contractual rights to receive cash flows have expired or the group has transferred substantially all
the risks and rewards of ownership.
Impairment of financial assets
The group recognises loss allowances for expected credit losses (ECLs) on financial assets measured at amortised cost and FVOCI and loan
commitments held off balance sheet.
A financial asset will attract a loss allowance equal to either:
— 12-month ECLs (losses resulting from possible defaults within the next 12 months); or
— lifetime ECLs (losses resulting from possible defaults over the remaining life of the financial asset).
The latter applies if there has been a significant deterioration in the credit quality of the asset; albeit lifetime ECLs will always be recognised for
assets without a significant financing component.
The group measures loss allowances at an amount equal to lifetime ECLs, except for treasury book and investment management loan book
exposures for which credit risk has not increased significantly since initial recognition, which are measured at 12-month ECLs.
Loss allowances for trust and financial planning debtors are always measured at an amount equal to lifetime ECLs.
When assessing whether the credit risk of a financial asset has increased significantly between the reporting date and initial recognition,
quantitative and qualitative indicators are used. More detail can be found at note 33.
Measurement of ECLs
Treasury book and investment management loan book
The group has developed a model for calculating ECLs on its treasury book and investment management loan book (which includes loan
commitments held off balance sheet). The group has developed three different economic scenarios: a base case, an upside and a downside.
The base case is assigned a 60% probability of occurring with the upside and downside each assigned a 20% probability of occurring.
The economic scenarios are based on the projections of GDP, inflation, unemployment rates, house price indices, financial markets and
interest rates as set out in the banking system stress testing scenario published annually by the PRA.
Management adjust the projections for the economic variables in arriving at the upside and downside scenarios.
Under each resultant scenario, an ECL is forecast for each exposure in the treasury book and investment management loan book. The ECL is
calculated based on management’s estimate of the probability of default, the loss given default and the exposure at default of each exposure
taking into account industry credit loss data, the group’s own credit loss experience, the expected repayment profiles of the exposures and the
level of collateral held. Industry credit loss information is drawn from data on credit defaults for different categories of exposure published by
the Council of Mortgage Lenders and Standard & Poor’s.
The model adopts a staging allocation methodology, primarily based on changes in the internal and/or external credit rating of exposures to
identify significant increases in credit risk since inception of the exposure.
The group has not rebutted the presumption that if an exposure is more than 30 days past due, the associated credit risk has
significantly increased.
— the frequency, volume and timing of sales of financial assets in prior periods, the reasons for such sales and expectations about future
More detail on the group’s staging criteria is provided in note 33.
ECLs are discounted back to the balance sheet date at the effective interest rate of the asset.
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1 Principal accounting policies continued
Trust and financial planning debtors
The group’s trust and financial planning debtors are generally short term and do not contain significant financing components. Therefore, the
group has applied a practical expedient by using a provision matrix to calculate lifetime ECLs based on actual credit loss experience over the
past four years.
Credit-impaired financial assets
At each reporting date, the group assesses whether financial assets carried at amortised cost and FVOCI are credit-impaired. A financial asset
is ‘credit-impaired’ when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have
occurred. The group’s definition of default is given in note 33.
Presentation of impairment
Loss allowances for financial assets measured at amortised cost and FVOCI are deducted from the gross carrying amount of the assets.
Impairment losses related to the group’s treasury book and investment management loan book are presented in ‘interest expense and similar
charges’ and those related to all other financial assets (including trust and financial planning debtors) are presented under ‘other operating
expenses’. No losses are presented separately on the statement of the comprehensive income and there have been no reclassifications of
amounts previously recognised under IAS 39.
1.13 Property, plant and equipment
All property, plant and equipment is stated at historical cost, which includes directly attributable acquisition costs, less accumulated
depreciation and impairment losses. Depreciation is charged so as to write off the cost of assets to their estimated residual value over their
estimated useful lives, using the straight-line method, on the following bases:
— leasehold improvements: over the lease term
— plant, equipment and computer hardware: over three to 10 years.
The assets’ residual lives are reviewed, and adjusted if appropriate, at each balance sheet date. Gains and losses on disposals are determined by
comparing proceeds with the carrying amount and these are included in profit or loss.
1.14 Intangible assets
Goodwill
Goodwill arises through business combinations and represents the excess of the cost of acquisition over the group’s interest in the fair value of
the identifiable assets, liabilities and contingent liabilities of a business at the date of acquisition.
Goodwill is recognised as an asset and measured at cost less accumulated impairment losses. It is allocated to groups of cash-generating units,
which represent the lowest level at which goodwill is monitored for internal management purposes. Cash-generating units are identified as
the smallest identifiable group of assets that generates cash inflows that are largely independent of the cash inflows from other assets or
groups of assets, and are no larger than the group’s operating segments, as set out in note 3.
On disposal of a subsidiary the attributed amount of goodwill that has not been subject to impairment is included in the determination of the
profit or loss on disposal.
Goodwill arising on acquisitions before 1 January 2004, being the date of the group’s transition to IFRS, has been retained at the previous UK
GAAP carrying amounts and is tested for impairment annually.
Client relationships
Client relationships acquired as part of a business combination are initially recognised at fair value (note 1.4). Determining whether a
transaction that involves the purchase of client relationships is treated as a business combination or a separate purchase of intangible assets
requires judgement. The factors that the group takes into consideration in making this judgement are set out in note 2.1.
Individually purchased client relationships are initially recognised at cost. Where a transaction to acquire client relationship intangibles
includes an element of variable deferred consideration, an estimate is made of the value of consideration that will ultimately be paid. The
client relationship intangible recognised on the balance sheet is adjusted for any subsequent change in the value of deferred consideration.
Note 2.1 sets out the approach taken by the group where judgement is required to determine whether payments made for the introduction
of client relationships should be capitalised as intangible assets or charged to profit or loss.
Client relationships are subsequently carried at the amount initially recognised less accumulated amortisation, which is calculated using the
straight-line method over their estimated useful lives (normally 10 to 15 years, but not more than 15 years).
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Notes to the consolidated financial statements continued
1 Principal accounting policies continued
Trust and financial planning debtors
past four years.
Credit-impaired financial assets
occurred. The group’s definition of default is given in note 33.
Presentation of impairment
The group’s trust and financial planning debtors are generally short term and do not contain significant financing components. Therefore, the
group has applied a practical expedient by using a provision matrix to calculate lifetime ECLs based on actual credit loss experience over the
At each reporting date, the group assesses whether financial assets carried at amortised cost and FVOCI are credit-impaired. A financial asset
is ‘credit-impaired’ when one or more events that have a detrimental impact on the estimated future cash flows of the financial asset have
Loss allowances for financial assets measured at amortised cost and FVOCI are deducted from the gross carrying amount of the assets.
Impairment losses related to the group’s treasury book and investment management loan book are presented in ‘interest expense and similar
charges’ and those related to all other financial assets (including trust and financial planning debtors) are presented under ‘other operating
expenses’. No losses are presented separately on the statement of the comprehensive income and there have been no reclassifications of
amounts previously recognised under IAS 39.
1.13 Property, plant and equipment
All property, plant and equipment is stated at historical cost, which includes directly attributable acquisition costs, less accumulated
depreciation and impairment losses. Depreciation is charged so as to write off the cost of assets to their estimated residual value over their
estimated useful lives, using the straight-line method, on the following bases:
— leasehold improvements: over the lease term
— plant, equipment and computer hardware: over three to 10 years.
The assets’ residual lives are reviewed, and adjusted if appropriate, at each balance sheet date. Gains and losses on disposals are determined by
comparing proceeds with the carrying amount and these are included in profit or loss.
1.14 Intangible assets
Goodwill
the identifiable assets, liabilities and contingent liabilities of a business at the date of acquisition.
Goodwill is recognised as an asset and measured at cost less accumulated impairment losses. It is allocated to groups of cash-generating units,
which represent the lowest level at which goodwill is monitored for internal management purposes. Cash-generating units are identified as
the smallest identifiable group of assets that generates cash inflows that are largely independent of the cash inflows from other assets or
groups of assets, and are no larger than the group’s operating segments, as set out in note 3.
On disposal of a subsidiary the attributed amount of goodwill that has not been subject to impairment is included in the determination of the
profit or loss on disposal.
Goodwill arising on acquisitions before 1 January 2004, being the date of the group’s transition to IFRS, has been retained at the previous UK
GAAP carrying amounts and is tested for impairment annually.
Client relationships
Client relationships acquired as part of a business combination are initially recognised at fair value (note 1.4). Determining whether a
transaction that involves the purchase of client relationships is treated as a business combination or a separate purchase of intangible assets
requires judgement. The factors that the group takes into consideration in making this judgement are set out in note 2.1.
Individually purchased client relationships are initially recognised at cost. Where a transaction to acquire client relationship intangibles
includes an element of variable deferred consideration, an estimate is made of the value of consideration that will ultimately be paid. The
client relationship intangible recognised on the balance sheet is adjusted for any subsequent change in the value of deferred consideration.
Note 2.1 sets out the approach taken by the group where judgement is required to determine whether payments made for the introduction
of client relationships should be capitalised as intangible assets or charged to profit or loss.
Computer software and software development costs
Costs incurred to acquire and bring to use computer software licences are capitalised and amortised through profit or loss over their expected
useful lives (three to four years).
Costs that are directly associated with the production of identifiable and unique software products controlled by the group are recognised as
intangible assets when the group is expected to benefit from future use of the software and the costs are reliably measurable. Other costs of
producing software are charged to profit or loss as incurred. Computer software development costs recognised as assets are amortised using
the straight-line method over their useful lives (not exceeding four years).
1.15 Impairment of goodwill and intangible assets
At each balance sheet date, the group reviews the carrying amounts of its intangible assets to determine whether there is any indication
that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to
determine the extent of the impairment loss (if any). Where the asset does not generate cash flows that are independent from other assets, the
group estimates the recoverable amount of the cash-generating unit to which the asset belongs. The recoverable amount is the higher of fair
value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a
pre-tax discount rate that reflects current market assessments of the time value of money.
Goodwill is tested for impairment at least annually. For the purposes of impairment testing, goodwill is allocated to groups of cash-generating
units. The carrying amount of each group of cash-generating units is compared to its value in use, calculated using a discounted cash flow
method. If the recoverable amount of the group of cash-generating units is less than the carrying amount of the group of units, the impairment
loss is allocated first to reduce the carrying amount of the goodwill allocated to that group of units and then to the other assets of the group of
units pro rata on the basis of the carrying amount of each asset in the group of units.
Client relationship intangibles are tested for impairment by comparing the fair value of funds under management and administration for each
individually acquired client relationship (or, for client relationships acquired with a business combination, each acquired portfolio of clients)
with their associated amortised value. An example of evidence of impairment would be lost client relationships. In determining whether
a client relationship is lost, the group considers factors such as the level of funds withdrawn and the existence of other retained family
relationships. When client relationships are lost, the full amount of unamortised cost is recognised immediately in profit or loss and the
intangible asset is derecognised.
If the recoverable amount of any asset other than goodwill or client relationships is estimated to be less than its carrying amount, the
carrying amount of the asset is reduced to its recoverable amount.
Goodwill arises through business combinations and represents the excess of the cost of acquisition over the group’s interest in the fair value of
Any impairment loss is recognised immediately in profit or loss.
1.16 Financial liabilities
Initial recognition and measurement
Financial liabilities are initially recognised at fair value plus transaction costs that are directly attributable to their issue.
1.17 Provisions and contingent liabilities
Provisions are recognised when the group has a present obligation (legal or constructive) as a result of a past event and it is probable that
an outflow of economic benefits, that can be reliably estimated, will occur. Provisions are measured at the present value of the expenditures
expected to be required to settle the obligation, discounted using a pre-tax rate that reflects current market assessments of the time value of
money and the risks specific to the obligation.
Contingent liabilities are possible obligations that depend on the outcome of uncertain future events or those present obligations where the
outflows of resources are uncertain or cannot be measured reliably. Contingent liabilities are not recognised in the financial statements but are
disclosed unless the likelihood of crystallisation is judged to be remote.
Classification and subsequent measurement
Financial liabilities are classified as measured at amortised cost or at fair value through profit or loss.
The group has not designated any liabilities as fair value through profit or loss and holds no liabilities as held for trading. Financial liabilities are
measured at amortised cost using the effective interest method (note 1.7). Amortised cost is calculated by taking into account any issue costs
and any discounts or premiums on settlement. Interest expense and foreign exchange gains and losses are recognised in profit or loss. Any
gain or loss on derecognition is also recognised in profit or loss.
Client relationships are subsequently carried at the amount initially recognised less accumulated amortisation, which is calculated using the
Derecognition
straight-line method over their estimated useful lives (normally 10 to 15 years, but not more than 15 years).
The group derecognises financial liabilities when its contractual obligations are discharged or cancelled, or expire.
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Notes to the consolidated financial statements continued
1 Principal accounting policies continued
1.18 Retirement benefit obligations on retirement benefit schemes
The group’s net liability in respect of defined benefit pension plans is calculated separately for each plan by estimating the amount of future
benefit that employees have earned in return for their service in the current and prior years; that benefit is discounted to determine its present
value, and the fair value of any plan assets (at bid price) is deducted. Any asset resulting from this calculation is limited to the present value of
available refunds and reductions in future contributions to the plan.
The cost of providing benefits under defined benefit plans is determined using the projected unit credit method, with actuarial valuations
being carried out at each balance sheet date. Net remeasurements of the defined benefit liability are recognised in full in the period in which
they occur in other comprehensive income.
Past service costs or gains are recognised in profit or loss immediately in the period of a plan amendment. Interest income on defined benefit
assets and interest expense on the defined benefit obligations are also recognised in profit or loss in the period.
The amount recognised in the balance sheet for death-in-service benefits represents the present value of the estimated obligation, reduced by
the extent to which any future liabilities will be met by insurance policies.
The company determines the net interest on the net defined benefit liability for the year by applying the discount rate used to measure the
defined benefit obligation at the beginning of the year to the net defined benefit liability.
Contributions to defined contribution retirement benefit schemes are charged to profit or loss as an expense as they fall due.
1.19 Segmental reporting
The group determines and presents operating segments based on the information that is provided internally to the group executive
committee, which is the group’s chief operating decision-maker. Operating segments are organised around the services provided to clients;
a description of the services provided by each segment is given in note 3. No operating segments have been aggregated in the group’s
financial statements.
Transactions between operating segments are reported within the income or expenses for those segments; intra-segment income and
expenditure is eliminated at group level. Indirect costs are allocated between segments in proportion to the principal cost driver for each
category of indirect costs that is generated by each segment.
1.20 Fiduciary activities
The group commonly acts as trustee and in other fiduciary capacities that result in the holding or placing of assets on behalf of individuals,
trusts, retirement benefit plans and other institutions. Such assets and income arising thereon are excluded from these financial statements,
as they are not assets of the group. Largely as a result of cash and settlement processing, the group holds money on behalf of some clients
in accordance with the Client Money Rules of the Financial Conduct Authority, the Jersey Financial Services Commission and the Solicitors’
Accounts Rules issued by the Solicitors Regulation Authority, as applicable. Such monies and the corresponding amounts due to clients are
not shown on the face of the balance sheet as the group is not beneficially entitled to them.
1.21 Financial guarantees
The group provides a limited number of financial guarantees, which are backed by assets in clients’ portfolios. Financial guarantees are
initially recognised in the balance sheet at fair value. Guarantees are subsequently measured at the higher of the best estimate of any
amount to be paid to settle the guarantee and the amount initially recognised less cumulative amortisation, which is recognised over
the life of the guarantee.
1.22 Fair value measurement
The fair values of quoted financial instruments in active markets are based on current bid prices. If an active market for a financial asset does
not exist, the group establishes fair value by using valuation techniques. These include the use of recent arm’s-length transactions, discounted
cash flow analysis, option pricing models and other valuation techniques commonly used by market participants.
The group recognises transfers between levels of the fair value hierarchy at the end of the reporting period during which the change
has occurred.
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Consolidated financial statements
Notes to the consolidated financial statements continued
1 Principal accounting policies continued
1.18 Retirement benefit obligations on retirement benefit schemes
The group’s net liability in respect of defined benefit pension plans is calculated separately for each plan by estimating the amount of future
benefit that employees have earned in return for their service in the current and prior years; that benefit is discounted to determine its present
available refunds and reductions in future contributions to the plan.
The cost of providing benefits under defined benefit plans is determined using the projected unit credit method, with actuarial valuations
being carried out at each balance sheet date. Net remeasurements of the defined benefit liability are recognised in full in the period in which
they occur in other comprehensive income.
Past service costs or gains are recognised in profit or loss immediately in the period of a plan amendment. Interest income on defined benefit
assets and interest expense on the defined benefit obligations are also recognised in profit or loss in the period.
The amount recognised in the balance sheet for death-in-service benefits represents the present value of the estimated obligation, reduced by
the extent to which any future liabilities will be met by insurance policies.
The company determines the net interest on the net defined benefit liability for the year by applying the discount rate used to measure the
defined benefit obligation at the beginning of the year to the net defined benefit liability.
Contributions to defined contribution retirement benefit schemes are charged to profit or loss as an expense as they fall due.
1.19 Segmental reporting
financial statements.
The group determines and presents operating segments based on the information that is provided internally to the group executive
committee, which is the group’s chief operating decision-maker. Operating segments are organised around the services provided to clients;
a description of the services provided by each segment is given in note 3. No operating segments have been aggregated in the group’s
Transactions between operating segments are reported within the income or expenses for those segments; intra-segment income and
expenditure is eliminated at group level. Indirect costs are allocated between segments in proportion to the principal cost driver for each
category of indirect costs that is generated by each segment.
1.20 Fiduciary activities
The group commonly acts as trustee and in other fiduciary capacities that result in the holding or placing of assets on behalf of individuals,
trusts, retirement benefit plans and other institutions. Such assets and income arising thereon are excluded from these financial statements,
as they are not assets of the group. Largely as a result of cash and settlement processing, the group holds money on behalf of some clients
in accordance with the Client Money Rules of the Financial Conduct Authority, the Jersey Financial Services Commission and the Solicitors’
Accounts Rules issued by the Solicitors Regulation Authority, as applicable. Such monies and the corresponding amounts due to clients are
not shown on the face of the balance sheet as the group is not beneficially entitled to them.
The group provides a limited number of financial guarantees, which are backed by assets in clients’ portfolios. Financial guarantees are
initially recognised in the balance sheet at fair value. Guarantees are subsequently measured at the higher of the best estimate of any
amount to be paid to settle the guarantee and the amount initially recognised less cumulative amortisation, which is recognised over
1.21 Financial guarantees
the life of the guarantee.
1.22 Fair value measurement
The fair values of quoted financial instruments in active markets are based on current bid prices. If an active market for a financial asset does
not exist, the group establishes fair value by using valuation techniques. These include the use of recent arm’s-length transactions, discounted
cash flow analysis, option pricing models and other valuation techniques commonly used by market participants.
The group recognises transfers between levels of the fair value hierarchy at the end of the reporting period during which the change
has occurred.
value, and the fair value of any plan assets (at bid price) is deducted. Any asset resulting from this calculation is limited to the present value of
The following key accounting policies involve critical judgements made in applying the accounting policy and involve estimations.
2 Critical accounting judgements and key sources of estimation uncertainty
The group makes judgements and estimates that affect the application of the group’s accounting policies and reported amounts of assets,
liabilities, income and expenses within the next financial year. Estimates and assumptions are continually evaluated and are based on
historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.
2.1 Client relationship intangibles (note 22)
Critical judgements
Client relationship intangibles purchased through corporate transactions
When the group purchases client relationships through transactions with other corporate entities, a judgement is made as to whether the
transaction should be accounted for as a business combination or as a separate purchase of intangible assets. In making this judgement,
the group assesses the assets, liabilities, operations and processes that were the subject of the transaction against the definition of a business
combination in IFRS 3. In particular, consideration is given to the scale of the operations subject to the transaction and whether ownership of
a corporate entity has been acquired, among other factors.
Payments to newly recruited investment managers
The group assesses whether payments made to newly recruited investment managers under contractual agreements represent payments
for the acquisition of client relationship intangibles or remuneration for ongoing services provided to the group. If these payments are
incremental costs of acquiring investment management contracts and are deemed to be recoverable (i.e. through future revenues earned
from the funds that transfer), they are capitalised as client relationship intangibles (note 22). Otherwise, they are judged to be in relation to the
provision of ongoing services and are expensed in the period in which they are incurred. Upfront payments made to investment managers
upon joining are expensed as they are not judged to be incremental costs for acquiring the client relationships.
Estimation uncertainty
Amortisation of client relationship intangibles
The group makes estimates as to the expected duration of client relationships to determine the period over which related intangible assets
are amortised. The amortisation period is estimated with reference to historical data on account closure rates and expectations that these will
continue in the future. During the year, client relationship intangible assets were amortised over a 10-to-15-year period.
Amortisation of £15.6 million (2020: £14.3 million) was charged during the year. At 31 December 2021, the carrying value of client relationship
intangibles was £193.6 million (2020: £121.1 million).
A reduction of three years in the amortisation period of those client relationship intangible assets currently amortised over 15 years would
increase the annual amortisation charge by £6.3 million.
2.2 Retirement benefit obligations (note 29)
Estimation uncertainty
The principal assumptions underlying the reported surplus of £12,287,000 (2020: £9,785,000 deficit) are set out in note 29.
In setting these assumptions, the group makes estimates about a range of long-term trends and market conditions to determine the value
of the surplus or deficit on its retirement benefit schemes, based on the group’s expectations of the future and advice taken from qualified
actuaries. Long-term forecasts and estimates are necessarily highly subjective and subject to risk that actual events may be significantly
different to those forecast. If actual events deviate from the assumptions made by the group then the reported surplus or deficit in respect
of retirement benefit obligations may be materially different.
The sensitivities of the retirement benefit obligations to changes in all of the underlying estimates are set out in note 29. Of these, the most
sensitive assumption is the discount rate used to measure the defined benefit obligation. Increasing the discount rate by 0.5% would decrease
the schemes’ liabilities by £14,966,000 (2020: £15,689,000). A 0.5% decrease would have an equal and opposite effect.
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Notes to the consolidated financial statements continued
2 Critical accounting judgements and key sources of estimation and uncertainty continued
2.3 Business combinations (note 8)
Critical judgement
Treatment and fair value of consideration transferred
During the year, the group acquired the entire share capital of Saunderson House Limited. The group has accounted for the transaction as a
business combination, as set out in note 8.
The purchase price payable in respect of the acquisition is split into a number of different components. The payment of certain elements has
been deferred; the timing and value of these are contingent on certain employment conditions and operational and financial targets being met.
The proportion of the deferred payments that are contingent on the recipients remaining employees of the group for a specific period are
accounted for as remuneration for ongoing services in employment. The group’s estimate of the amounts ultimately payable will be expensed
over the deferral period.
Estimation uncertainty
Treatment and fair value of consideration transferred
The deferred payments subject to the achievement of certain operational and performance targets at 31 December 2024 were assessed,
and a provision for the expected consideration to be paid has been made.
Under the terms of the agreements, the award ranges from a payment of £nil to a maximum possible payment of £7.2 million.
Management’s best estimate of this award at the year end was £4.75 million, based on expected qualifying funds under management
at 31 December 2024 of £5.0 billion. The maximum award of £7.2 million would result in an additional charge to profit or loss in 2021 of
£0.1 million.
Amortisation of client relationship intangibles
Client relationships of £79.4 million were recognised in the period in relation to the acquisition of Saunderson House. These are being
amortised over a 15 year useful life. A reduction of three years in the amortisation period of the client relationship intangible asset would
increase the annual amortisation charge by £1.3 million.
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Consolidated financial statements
Notes to the consolidated financial statements continued
2 Critical accounting judgements and key sources of estimation and uncertainty continued
2.3 Business combinations (note 8)
Critical judgement
Treatment and fair value of consideration transferred
business combination, as set out in note 8.
During the year, the group acquired the entire share capital of Saunderson House Limited. The group has accounted for the transaction as a
The purchase price payable in respect of the acquisition is split into a number of different components. The payment of certain elements has
been deferred; the timing and value of these are contingent on certain employment conditions and operational and financial targets being met.
The proportion of the deferred payments that are contingent on the recipients remaining employees of the group for a specific period are
accounted for as remuneration for ongoing services in employment. The group’s estimate of the amounts ultimately payable will be expensed
over the deferral period.
Estimation uncertainty
Treatment and fair value of consideration transferred
The deferred payments subject to the achievement of certain operational and performance targets at 31 December 2024 were assessed,
and a provision for the expected consideration to be paid has been made.
Under the terms of the agreements, the award ranges from a payment of £nil to a maximum possible payment of £7.2 million.
Management’s best estimate of this award at the year end was £4.75 million, based on expected qualifying funds under management
at 31 December 2024 of £5.0 billion. The maximum award of £7.2 million would result in an additional charge to profit or loss in 2021 of
£0.1 million.
Amortisation of client relationship intangibles
Client relationships of £79.4 million were recognised in the period in relation to the acquisition of Saunderson House. These are being
amortised over a 15 year useful life. A reduction of three years in the amortisation period of the client relationship intangible asset would
increase the annual amortisation charge by £1.3 million.
3 Segmental information
For management purposes, the group is organised into two operating divisions: Investment Management and Funds. Centrally incurred
indirect expenses are allocated to these operating segments on the basis of the cost drivers that generate the expenditure; principally, these
are the headcount of staff directly involved in providing those services from which the segment earns revenues, the value of funds under
management and administration and the segment’s total revenue. The allocation of these costs is shown in a separate column in the table
below, alongside the information presented for internal reporting to the group executive committee, which is the group’s chief operating
decision-maker.
31 December 2021
Net investment management fee income
Net commission income
Net interest income
Fees from advisory services and other income
Operating income
Staff costs − fixed
Staff costs − variable
Total staff costs
Other direct expenses
Allocation of indirect expenses
Underlying operating expenses
Underlying profit before tax
Charges in relation to client relationships and goodwill (note 22)
Acquisition-related costs (note 9)
Segment profit before tax
Profit before tax attributable to equity holders of the company
Taxation (note 11)
Profit for the year attributable to equity holders of the company
Segment total assets
Unallocated assets
Total assets
Investment
Management
£’000
288,089
53,596
3,874
27,265
372,824
(89,343)
(61,872)
(151,215)
(37,488)
(85,767)
(274,470)
98,354
(15,595)
(9,635)
73,124
Funds
£’000
61,289
–
2
1,812
63,103
(5,210)
(16,833)
(22,043)
(10,084)
(8,611)
(40,738)
22,365
–
–
22,365
Indirect
expenses
£’000
–
–
–
–
–
(35,260)
(11,426)
(46,686)
(47,692)
94,378
–
–
–
(454)
(454)
Investment
Management
£’000
3,132,898
Funds
£’000
126,568
Total
£’000
349,378
53,596
3,876
29,077
435,927
(129,813)
(90,131)
(219,944)
(95,264)
–
(315,208)
120,719
(15,595)
(10,089)
95,035
95,035
(19,806)
75,229
Total
£’000
3,259,466
12,287
3,271,753
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Notes to the consolidated financial statements continued
3 Segmental information continued
31 December 2020
Net investment management fee income
Net commission income
Net interest income
Fees from advisory services and other income
Operating income
Staff costs − fixed
Staff costs − variable
Total staff costs
Other direct expenses
Allocation of indirect expenses
Underlying operating expenses
Underlying profit before tax
Charges in relation to client relationships and goodwill (note 22)
Acquisition-related costs (note 9)
Segment profit before tax
Profit before tax attributable to equity holders of the company
Taxation (note 11)
Profit for the year attributable to equity holders of the company
Segment total assets
Unallocated assets
Total assets
The following table reconciles underlying operating expenses to operating expenses:
Underlying operating expenses
Charges in relation to client relationships and goodwill (note 22)
Acquisition-related costs (note 9)
Operating expenses
Investment
Management
£’000
230,309
62,297
8,422
19,629
320,657
(83,673)
(56,414)
(140,087)
(33,371)
(67,753)
(241,211)
79,446
(14,302)
(32,433)
32,711
Funds
£’000
43,929
–
–
1,502
45,431
(4,118)
(12,015)
(16,133)
(8,693)
(7,521)
(32,347)
13,084
–
–
13,084
Indirect
expenses
£’000
–
–
–
–
–
(29,697)
(9,299)
(38,996)
(36,278)
75,274
–
–
–
(2,016)
(2,016)
Total
£’000
274,238
62,297
8,422
21,131
366,088
(117,488)
(77,728)
(195,216)
(78,342)
–
(273,558)
92,530
(14,302)
(34,449)
43,779
43,779
(17,127)
26,652
Investment
Management
£’000
3,243,198
Funds
£’000
121,320
Total
£’000
3,364,518
6,100
3,370,618
2021
£’000
315,208
15,595
10,089
340,892
2020
£’000
273,558
14,302
34,449
322,309
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Consolidated financial statements
Notes to the consolidated financial statements continued
3 Segmental information continued
31 December 2020
Net investment management fee income
Net commission income
Net interest income
Fees from advisory services and other income
Operating income
Staff costs − fixed
Staff costs − variable
Total staff costs
Other direct expenses
Allocation of indirect expenses
Underlying operating expenses
Underlying profit before tax
Acquisition-related costs (note 9)
Segment profit before tax
Charges in relation to client relationships and goodwill (note 22)
Profit before tax attributable to equity holders of the company
Taxation (note 11)
Profit for the year attributable to equity holders of the company
Segment total assets
Unallocated assets
Total assets
The following table reconciles underlying operating expenses to operating expenses:
Underlying operating expenses
Charges in relation to client relationships and goodwill (note 22)
Acquisition-related costs (note 9)
Operating expenses
Investment
Management
£’000
230,309
62,297
8,422
19,629
320,657
(83,673)
(56,414)
(140,087)
(33,371)
(67,753)
79,446
(14,302)
(32,433)
32,711
Funds
£’000
43,929
–
–
1,502
45,431
(12,015)
(16,133)
(8,693)
(7,521)
13,084
–
–
13,084
(241,211)
(32,347)
Investment
Management
£’000
Funds
£’000
3,243,198
121,320
Indirect
expenses
£’000
(2,016)
(2,016)
–
–
–
–
–
–
–
–
Total
£’000
274,238
62,297
8,422
21,131
366,088
(78,342)
–
(273,558)
92,530
(14,302)
(34,449)
43,779
43,779
(17,127)
26,652
Total
£’000
3,364,518
6,100
3,370,618
2021
£’000
2020
£’000
315,208
273,558
15,595
10,089
14,302
34,449
340,892
322,309
Geographic analysis
The following table presents operating income analysed by the geographical location of the group entity providing the service:
United Kingdom
Jersey
Operating income
2021
£’000
421,386
14,541
435,927
2020
£’000
353,712
12,376
366,088
The following is an analysis of the carrying amount of non-current assets analysed by the geographical location of the assets:
(4,118)
(29,697)
(117,488)
(9,299)
(77,728)
(38,996)
(195,216)
(36,278)
75,274
United Kingdom
Jersey
Non-current assets
2021
£’000
429,345
3,796
433,141
2020
£’000
286,409
4,437
290,846
Timing of revenue recognition
The following table presents operating income analysed by the timing of revenue recognition of the operating segment providing the service:
Products and services transferred at a point in time
Products and services transferred over time
Underlying operating income
2021
2020
Investment
Management
£’000
44,190
327,486
371,676
Funds
£’000
–
64,251
64,251
Investment
Management
£’000
56,300
264,851
321,151
Funds
£’000
(12)
44,949
44,937
Major clients
The group is not reliant on any one client or group of connected clients for generation of revenues.
4 Net interest income
Interest income
Cash and balances with central banks
Fair value through profit or loss investment securities
Amortised cost investment securities
Loans and advances to banks
Loans and advances to customers
Interest expense
Banks and customers
Lease liabilities
Subordinated loan notes (note 28)
Credit impairment charges
Net interest income
2021
£’000
2020
£’000
1,694
(7)
1,732
284
4,007
7,710
(186)
(3,134)
(1,241)
727
(3,834)
3,876
4,640
471
5,093
1,401
3,371
14,976
(1,686)
(3,388)
(902)
(578)
(6,554)
8,422
With the exception of credit impairment charges, which are calculated as described in note 33, all net interest income is calculated using the
effective interest method (note 1.7).
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Notes to the consolidated financial statements continued
5 Net fee and commission income
Fee and commission income
Investment Management
Funds
Fee and commission expense
Investment Management
Funds
Net fee and commission income
2021
£’000
2020
£’000
389,252
68,444
457,696
327,699
50,541
378,240
(24,171)
(4,891)
(29,062)
428,634
(19,774)
(4,717)
(24,491)
353,749
6 Net trading and other operating income
Net trading income
Net trading income was £nil during the year. The net trading expense of £12,000 recognised in 2020 comprised Fund’s net dealing losses.
Other operating income
Other operating income of £3,417,000 (2020: £3,929,000) comprised gains and losses from fair value through profit or loss equity securities,
rental income of £646,000 from sub-leases on certain properties leased by group companies (2020: £646,000) and sundry income.
7 Operating expenses
Staff costs (note 10)
Depreciation of property, plant and equipment (note 19)
Depreciation of right-of-use assets (note 20)
Amortisation of internally generated intangible assets (note 22)
Amortisation and impairment of purchased software (note 22)
Auditor’s remuneration (see below)
Impairment charges on loans and advances to customers (note 33)
Rental charge
Other
Other operating expenses
Charges in relation to client relationships and goodwill (note 22)
Acquisition-related costs (note 9)
Total operating expenses
A more detailed analysis of auditor’s remuneration is provided below:
Fees payable to the company’s auditor for the audit of the company’s annual financial statements
Fees payable to the company’s auditor and their associates for other services to the group:
– audit of the company’s subsidiaries pursuant to legislation
– audit-related assurance services
– other services
2021
£’000
219,944
4,263
4,985
1,383
5,053
1,241
14
1,944
76,381
315,208
15,595
10,089
340,892
2021
£’000
152
669
420
–
1,241
2020
£’000
195,216
4,382
4,860
1,197
6,488
1,007
5
1,815
58,588
273,558
14,302
34,449
322,309
2020
£’000
106
418
483
–
1,007
Of the above, audit-related services for the year incurred by the prevailing statutory auditor totalled £1,241,000 (2020: £1,007,000).
Audit-related assurance services includes costs relating to the group’s CASS audits and ISAE 3402.
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Consolidated financial statements
Notes to the consolidated financial statements continued
5 Net fee and commission income
Fee and commission income
Investment Management
Funds
Fee and commission expense
Investment Management
Funds
Net fee and commission income
6 Net trading and other operating income
Net trading income
Other operating income
7 Operating expenses
Staff costs (note 10)
Depreciation of property, plant and equipment (note 19)
Depreciation of right-of-use assets (note 20)
Amortisation of internally generated intangible assets (note 22)
Amortisation and impairment of purchased software (note 22)
Auditor’s remuneration (see below)
Impairment charges on loans and advances to customers (note 33)
Rental charge
Other
Other operating expenses
Acquisition-related costs (note 9)
Total operating expenses
Charges in relation to client relationships and goodwill (note 22)
A more detailed analysis of auditor’s remuneration is provided below:
Net trading income was £nil during the year. The net trading expense of £12,000 recognised in 2020 comprised Fund’s net dealing losses.
Other operating income of £3,417,000 (2020: £3,929,000) comprised gains and losses from fair value through profit or loss equity securities,
rental income of £646,000 from sub-leases on certain properties leased by group companies (2020: £646,000) and sundry income.
Fees payable to the company’s auditor for the audit of the company’s annual financial statements
Fees payable to the company’s auditor and their associates for other services to the group:
– audit of the company’s subsidiaries pursuant to legislation
– audit-related assurance services
– other services
Of the above, audit-related services for the year incurred by the prevailing statutory auditor totalled £1,241,000 (2020: £1,007,000).
Audit-related assurance services includes costs relating to the group’s CASS audits and ISAE 3402.
2021
£’000
2020
£’000
389,252
68,444
457,696
327,699
50,541
378,240
(24,171)
(4,891)
(29,062)
428,634
(19,774)
(4,717)
(24,491)
353,749
2021
£’000
2020
£’000
219,944
195,216
315,208
273,558
340,892
322,309
4,263
4,985
1,383
5,053
1,241
14
1,944
76,381
15,595
10,089
2021
£’000
152
669
420
–
4,382
4,860
1,197
6,488
1,007
5
1,815
58,588
14,302
34,449
2020
£’000
106
418
483
–
1,241
1,007
8 Business combinations
Speirs & Jeffrey
On 31 August 2018, the group acquired 100% of the ordinary share capital of Speirs & Jeffrey Limited (‘Speirs & Jeffrey’).
Other deferred payments
The group has now provided for the total cost of deferred and contingent payments to be made to vendors for the sale of the shares of Speirs
& Jeffrey. These payments required the vendors to remain in employment with the group for the duration of the respective deferral periods.
Hence, they have been treated as remuneration for post-combination services and the grant date fair value has been charged to profit and
loss over the respective vesting periods. The group continues to provide for related incentivisation awards for other staff.
During the prior year, the group replaced a share-based incentivisation award for support staff with a cash award. The accumulated charge
recognised in equity over the related vesting period was reversed, and a provision was recognised in the 2020 financial statements in respect
of the cash award. The award was settled during the year.
The remainder of payments are to be made in shares and have been accounted for as equity-settled share-based payments under IFRS 2:
— initial share consideration was payable on completion. However, although the shares were issued on the date of acquisition, they vested
during the year at the third anniversary of the acquisition date.
— earn-out consideration and related incentivisation awards were subject to the delivery of certain operational and financial performance
targets. The awards were payable in two parts in the third and fourth years following the acquisition date. The second earn-out vested
during the year.
Further details of each of these elements are as follows:
Initial share consideration
Earn-out consideration and incentivisation awards
Gross amount
£’000
25,000
40,500
Grant date
31 August 2018
31 August 2018
Grant date fair
value
£’000
23,462
41,111
Vesting date
31 August 2021
31 December 2020/21
The gross amount in respect of the earn-out consideration and incentivisation awards represents the extent to which the performance targets
were achieved at the respective vesting dates (note 2.3).
The charge recognised in profit or loss for the year ended 31 December 2021 for the above elements is as follows:
Initial share consideration
Earn-out consideration and incentivisation awards
2021
£’000
4,533
1,430
5,963
2020
£’000
9,215
23,042
32,257
A net credit of £2,600,000 was charged to profit or loss in the year for the second earn-out consideration. This related in part to a release of a
portion of the accumulated charge recognised since the acquisition date, which was based on a higher estimate of the expected award at the
time than the final qualifying amount.
These costs are being reported as staff costs within acquisition-related costs (see note 9).
Barclays Wealth’s Personal Injury and Court of Protection business
On 3 April 2020, the group acquired the trade and assets of Barclays Wealth’s Personal Injury and Court of Protection business. The acquired
trade relates to the provision of discretionary investment management services to Personal Injury and Court of Protection clients.
Cash consideration of £12,048,000 was transferred on the date of acquisition. The sale and purchase agreement also comprised an employee
incentive plan that was payable in two tranches. The last tranche of the award vested on 31 December 2020 and was paid during the year.
The awards under this plan are considered to be directly attributable costs of acquiring new client relationships, hence these costs have been
capitalised in line with IFRS 15 and amortised over a 15 year useful life (note 22).
Saunderson House
On 20 October 2021, the group acquired 100% of the ordinary share capital of the Saunderson House group.
Saunderson House is a UK-based advice-led wealth management business with a focus on professional services clients. It has a long-standing
heritage in serving London and South East-based professional services clients, who tend to hold market-leading positions in accountancy and
law firms.
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Notes to the consolidated financial statements continued
8 Business combinations continued
Consideration transferred
The following table summarises the acquisition date fair value of each class of consideration transferred:
Initial cash consideration
Deferred cash consideration
Total consideration
Fair value
£'000
87,981
10,873
98,854
Total consideration comprises an initial cash payment of £87,981,000, which was paid on 20 October 2021. A further £45,208,000 was paid
to the vendors on completion to settle debt of the acquired group. This debt, now payable to Rathbone Brothers Plc, has been included in the
value of net assets acquired.
Deferred cash consideration is payable on the first anniversary of the acquisition date to vendors who are not required to remain in
employment with the group. As the payment is due within one year, the consideration has not been discounted.
Other deferred payments
The sale and purchase agreement details other deferred and contingent payments to be made to the vendors for the sale of the shares
of Saunderson House. However, these payments require the recipients to remain in employment with the group for the duration of the
respective deferral periods. Hence, they are being treated as remuneration for post-combination services, and the cost charged to profit
and loss over the respective vesting periods. Details of each of these elements is as follows:
Initial share consideration
Deferred share consideration
Management incentive scheme
Grant date
Gross amount £'000
20 October 2021
5,223
4,052
20 October 2021
4,750 20 December 2021
Grant date fair value £'000
5,454
4,066
4,093
Expected vesting date
20 October 2024
20 October 2022
31 December 2024
All of these payments are to be made 100% in shares and are being accounted for as equity-settled share-based payments under IFRS 2.
— Initial share consideration of £5,223,000 was issued on the date of acquisition, however does not vest until the third anniversary of the
acquisition date, subject to the vendors remaining employed until this date. As the share issuance is in pursuance of the arrangement to
acquire the shares of the Saunderson House group, the premium of £5,209,000 on the issuance of these shares has been recognised within
the merger reserve.
— Deferred share consideration of £4,052,000 is payable on the first anniversary of the acquisition date subject to the vendors remaining in
employment with the group.
— An incentive plan is in place for the Saunderson House senior management team, which is subject to certain operational and financial
performance targets. The consideration vests in the fourth year following the acquisition date. The gross amount represents management’s
best estimate as to the extent to which these targets will be achieved. The award ranges from a minimum payment of £nil to a cap of
£7.2 million.
These costs are being reported as staff costs within acquisition-related costs (see note 9).
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Consolidated financial statements
Notes to the consolidated financial statements continued
8 Business combinations continued
Consideration transferred
The following table summarises the acquisition date fair value of each class of consideration transferred:
Fair value
£'000
87,981
10,873
98,854
Initial cash consideration
Deferred cash consideration
Total consideration
value of net assets acquired.
Other deferred payments
Total consideration comprises an initial cash payment of £87,981,000, which was paid on 20 October 2021. A further £45,208,000 was paid
to the vendors on completion to settle debt of the acquired group. This debt, now payable to Rathbone Brothers Plc, has been included in the
Deferred cash consideration is payable on the first anniversary of the acquisition date to vendors who are not required to remain in
employment with the group. As the payment is due within one year, the consideration has not been discounted.
The sale and purchase agreement details other deferred and contingent payments to be made to the vendors for the sale of the shares
of Saunderson House. However, these payments require the recipients to remain in employment with the group for the duration of the
respective deferral periods. Hence, they are being treated as remuneration for post-combination services, and the cost charged to profit
and loss over the respective vesting periods. Details of each of these elements is as follows:
Initial share consideration
Deferred share consideration
Management incentive scheme
5,223
4,052
20 October 2021
20 October 2021
4,750 20 December 2021
Gross amount £'000
Grant date
Grant date fair value £'000
5,454
4,066
4,093
Expected vesting date
20 October 2024
20 October 2022
31 December 2024
All of these payments are to be made 100% in shares and are being accounted for as equity-settled share-based payments under IFRS 2.
— Initial share consideration of £5,223,000 was issued on the date of acquisition, however does not vest until the third anniversary of the
acquisition date, subject to the vendors remaining employed until this date. As the share issuance is in pursuance of the arrangement to
acquire the shares of the Saunderson House group, the premium of £5,209,000 on the issuance of these shares has been recognised within
— Deferred share consideration of £4,052,000 is payable on the first anniversary of the acquisition date subject to the vendors remaining in
— An incentive plan is in place for the Saunderson House senior management team, which is subject to certain operational and financial
performance targets. The consideration vests in the fourth year following the acquisition date. The gross amount represents management’s
best estimate as to the extent to which these targets will be achieved. The award ranges from a minimum payment of £nil to a cap of
the merger reserve.
employment with the group.
£7.2 million.
These costs are being reported as staff costs within acquisition-related costs (see note 9).
Identifiable assets acquired and liabilities assumed
The identifiable net assets of the acquired business at the acquisition date were as follows:
20 October 2021
Property, plant and equipment
Trade and other receivables
Software assets
Client relationship intangibles (note 22)
Cash held at bank
Right-of-use assets
Trade creditors
Accruals and other liabilities
Due to group companies
Deferred tax liabilities (note 21)
Lease liabilities
Contingent liabilities
Total net assets acquired
Carrying
amounts
£'000
519
10,063
1,425
–
8,245
451
(86)
(4,485)
(47,655)
(6)
(451)
–
(31,980)
Fair value
£'000
–
–
–
79,415
–
–
–
–
–
(19,386)
–
–
60,029
Recognised
amounts
£'000
519
10,063
1,425
79,415
8,245
451
(86)
(4,485)
(47,655)
(19,392)
(451)
–
28,049
The fair value of the client relationship intangible assets has been measured using a multi-period earnings method (note 22). The model
uses estimates of client longevity and investment performance to derive a series of cash flows, which are discounted to a present value to
determine the fair value of the client relationships acquired. The deferred tax liability arises on recognition of the client relationship intangible
assets, and is equal to its carrying value.
The fair value of all other net assets acquired were equal to their carrying value.
Goodwill
Goodwill arising from the acquisition has been recognised as follows:
Total consideration (see above)
Fair value of identifiable net assets acquired (see above)
£'000
98,854
28,049
70,805
Goodwill of £70,805,000 arises as a result of the acquired workforce, expected future growth as well as operational and revenue synergies
arising post integration. Any impairment of goodwill in future periods is not expected to be deductible for tax purposes.
During the period to 31 December 2021, Saunderson House contributed £6,142,000 to the group’s operating income, and £1,122,000 to the
group’s profit before tax. This excludes the acquisition-related costs of £3,669,000 (see note 9), which were paid by Rathbone Brothers Plc.
If the group had made the acquisition on 1 January 2021, Saunderson House would have contributed £32,481,000 to group operating income
and £2,067,000 to profit before tax, as based on the company’s full year results.
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Notes to the consolidated financial statements continued
9 Acquisition-related costs
Acquisition of Speirs & Jeffrey
Acquisition of Barclay’s Wealth Personal Injury and Court of Protection business
Acquisition of Saunderson House
Acquisition-related costs
2021
£’000
6,418
2
3,669
10,089
2020
£’000
34,273
176
–
34,449
Costs relating to the acquisition of Speirs & Jeffrey
The group has incurred the following costs in relation to the 2018 acquisition of Speirs & Jeffrey, summarised by the following classification
within the income statement:
Acquisition costs:
– Staff costs (note 10)
– Legal and advisory fees
Integration costs
2021
£’000
2020
£’000
5,964
5
449
6,418
32,257
20
1,996
34,273
Non-staff acquisition costs of £5,000 (2020: £20,000) and integration costs of £449,000 (2020: £1,996,000) have not been allocated to a specific
operating segment (note 3).
Costs relating to the acquisition of Barclays Wealth’s Personal Injury and Court of Protection business
On 3 April 2020, the group acquired the trade and assets of Barclays Wealth’s Personal Injury and Court of Protection business. The group
incurred professional services costs of £2,000 (2020: £176,000) in relation to the acquisition during the year.
Costs relating to the acquisition of Saunderson House
The group has incurred the following costs in relation to the acquisition of Saunderson House, summarised by the following classification
within the income statement:
Acquisition costs:
– Staff costs (note 10)
– Legal and advisory fees
Integration costs
10 Staff costs
Wages and salaries
Social security costs
Equity-settled share-based payments
Acquisition-related staff costs (note 9)
Pension costs (note 29):
– Defined benefit schemes
– Defined contribution schemes
Total staff costs
Acquisition-related staff costs
Underlying staff costs (note 3)
2021
£’000
2020
£’000
1,406
2,263
–
3,669
–
–
–
–
2021
£’000
172,921
23,231
11,599
7,370
2020
£’000
153,332
19,930
11,276
32,257
105
12,088
12,193
227,314
(7,370)
219,944
200
10,478
10,678
227,473
(32,257)
195,216
152
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Consolidated financial statements
Notes to the consolidated financial statements continued
Acquisition of Barclay’s Wealth Personal Injury and Court of Protection business
9 Acquisition-related costs
Acquisition of Speirs & Jeffrey
Acquisition of Saunderson House
Acquisition-related costs
within the income statement:
Acquisition costs:
– Staff costs (note 10)
– Legal and advisory fees
Integration costs
operating segment (note 3).
Acquisition costs:
– Staff costs (note 10)
– Legal and advisory fees
Integration costs
10 Staff costs
Wages and salaries
Social security costs
Equity-settled share-based payments
Acquisition-related staff costs (note 9)
Pension costs (note 29):
– Defined benefit schemes
– Defined contribution schemes
Total staff costs
Acquisition-related staff costs
Underlying staff costs (note 3)
2021
£’000
6,418
2
3,669
10,089
34,273
2020
£’000
176
–
34,449
2021
£’000
2020
£’000
5,964
32,257
5
449
6,418
20
1,996
34,273
2021
£’000
2020
£’000
1,406
2,263
–
3,669
–
–
–
–
2021
£’000
2020
£’000
172,921
153,332
23,231
11,599
7,370
105
12,088
12,193
227,314
(7,370)
19,930
11,276
32,257
200
10,478
10,678
227,473
(32,257)
219,944
195,216
Non-staff acquisition costs of £5,000 (2020: £20,000) and integration costs of £449,000 (2020: £1,996,000) have not been allocated to a specific
Costs relating to the acquisition of Barclays Wealth’s Personal Injury and Court of Protection business
On 3 April 2020, the group acquired the trade and assets of Barclays Wealth’s Personal Injury and Court of Protection business. The group
incurred professional services costs of £2,000 (2020: £176,000) in relation to the acquisition during the year.
Costs relating to the acquisition of Saunderson House
The group has incurred the following costs in relation to the acquisition of Saunderson House, summarised by the following classification
within the income statement:
Costs relating to the acquisition of Speirs & Jeffrey
The group has incurred the following costs in relation to the 2018 acquisition of Speirs & Jeffrey, summarised by the following classification
11 Income tax expense
Current tax:
– charge for the year
– adjustments in respect of prior years
Deferred tax (note 21):
– credit for the year
– adjustments in respect of prior years
The average number of employees, on a full-time-equivalent basis, during the year was as follows:
Investment Management:
– investment management services
– advisory services
Funds
Shared services
2021
2020
1,096
137
43
463
1,739
996
123
37
379
1,535
2021
£’000
2020
£’000
23,796
86
18,247
(727)
(3,793)
(283)
19,806
(1,495)
1,102
17,127
The tax charge is calculated based on our best estimate of the amount payable as at the balance sheet date. Any subsequent differences
between these estimates and the actual amounts paid are recorded as adjustments in respect of prior years.
The tax charge on profit for the year is higher (2020: higher) than the standard rate of corporation tax in the UK of 19.0% (2020: 19.0%).
The differences are explained below:
Tax on profit from ordinary activities at the standard rate of 19.0% (2020: 19.0%) effects of:
– disallowable expenses
– share-based payments
– tax on overseas earnings
– adjustments in respect of prior year
– deferred payments to previous owners of acquired companies (note 9)
– other
– Effect of change in corporation tax rate on deferred tax
12 Dividends
Amounts recognised as distributions to equity holders in the year:
– final dividend for the year ended 31 December 2020 of 47.0p (2019: 45.0p) per share
– interim dividend for the year ended 31 December 2021 of 27.0p (2020: 25.0p) per share
Dividends paid in the year of 74.0p (2020: 70.0p) per share
Proposed final dividend for the year ended 31 December 2021 of 54.0p (2020: 47.0p) per share
2021
£’000
18,057
984
87
(56)
(197)
927
8
(4)
19,806
2020
£’000
8,318
454
2,228
(225)
375
5,455
(49)
571
17,127
2021
£’000
2020
£’000
25,938
18,022
43,960
31,479
24,316
13,515
37,831
25,213
An interim dividend of 27.0p per share was paid on 5 October 2021 to shareholders on the register at the close of business on 3 September 2021
(2020: 25.0p).
A final dividend declared of 54p per share (2020: 47.0p) is payable on 10 May 2022 to shareholders on the register at the close of business
on 22 April 2022. The final dividend is subject to approval by shareholders at the Annual General Meeting on 5 May 2022 and has not been
included as a liability in these financial statements.
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Notes to the consolidated financial statements continued
13 Earnings per share
Earnings used to calculate earnings per share on the bases reported in these financial statements were:
Underlying profit attributable to shareholders
Charges in relation to client relationships
and goodwill (note 22)
Acquisition-related costs (note 9)
Profit attributable to shareholders
Pre-tax
£’000
120,719
(15,595)
(10,089)
95,035
2021
Taxation
£’000
(23,732)
2,963
963
(19,806)
Post-tax
£’000
96,987
(12,632)
(9,126)
75,229
Pre-tax
£’000
92,530
(14,302)
(34,449)
43,779
2020
Taxation
£’000
(20,928)
2,717
1,084
(17,127)
Post-tax
£’000
71,602
(11,585)
(33,365)
26,652
Basic earnings per share has been calculated by dividing profit attributable to shareholders by the weighted average number of shares in issue
throughout the year, excluding on shares, of 56,334,784 (2020: 53,720,680).
Diluted earnings per share is the basic earnings per share, adjusted for the effect of contingently issuable shares under the Saunderson House
initial share consideration and Executive Incentive Plan, employee share options remaining capable of exercise, and any dilutive shares to
be issued under the Share Incentive Plan, all weighted for the relevant period. The Speirs and Jeffrey initial share consideration vested during
the year.
Weighted average number of ordinary shares in issue during the year – basic
Effect of ordinary share options/Save As You Earn
Effect of dilutive shares issuable under the Share Incentive Plan
Effect of contingently issuable shares under the Executive Incentive Plan
Effect of contingently issuable shares under Speirs & Jeffrey initial share consideration (note 8)
Effect of contingently issuable shares under Saunderson House initial share consideration (note 8)
Diluted ordinary shares
2021
2020
56,334,784 53,720,680
231,259
73,990
929,457
1,006,522
–
58,178,975 55,961,908
521,955
237,776
811,508
–
272,952
Earnings per share for the year attributable to equity holders of the company:
– basic
– diluted
Underlying earnings per share for the year attributable to equity holders of the company:
– basic
– diluted
2021
2020
133.5p
129.3p
172.2p
166.7p
49.6p
47.6p
133.3p
127.9p
Underlying earnings per share is calculated in the same way as earnings per share, but by reference to underlying profit attributable
to shareholders.
14 Cash and balances with central banks
Cash in hand
Balances with central banks
Less impairment loss allowance
2021
£’000
–
1,463,377
(83)
1,463,294
2020
£’000
–
1,803,434
(728)
1,802,706
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Consolidated financial statements
Notes to the consolidated financial statements continued
13 Earnings per share
Earnings used to calculate earnings per share on the bases reported in these financial statements were:
Underlying profit attributable to shareholders
120,719
(23,732)
Charges in relation to client relationships
and goodwill (note 22)
Acquisition-related costs (note 9)
Profit attributable to shareholders
Pre-tax
£’000
2021
Taxation
£’000
(15,595)
(10,089)
95,035
2,963
963
(19,806)
Post-tax
£’000
96,987
(12,632)
(9,126)
75,229
Pre-tax
£’000
2020
Taxation
£’000
92,530
(20,928)
(14,302)
(34,449)
43,779
2,717
1,084
(17,127)
Post-tax
£’000
71,602
(11,585)
(33,365)
26,652
Basic earnings per share has been calculated by dividing profit attributable to shareholders by the weighted average number of shares in issue
throughout the year, excluding on shares, of 56,334,784 (2020: 53,720,680).
Diluted earnings per share is the basic earnings per share, adjusted for the effect of contingently issuable shares under the Saunderson House
initial share consideration and Executive Incentive Plan, employee share options remaining capable of exercise, and any dilutive shares to
be issued under the Share Incentive Plan, all weighted for the relevant period. The Speirs and Jeffrey initial share consideration vested during
the year.
Weighted average number of ordinary shares in issue during the year – basic
Effect of ordinary share options/Save As You Earn
Effect of dilutive shares issuable under the Share Incentive Plan
Effect of contingently issuable shares under the Executive Incentive Plan
Effect of contingently issuable shares under Speirs & Jeffrey initial share consideration (note 8)
Effect of contingently issuable shares under Saunderson House initial share consideration (note 8)
Diluted ordinary shares
Earnings per share for the year attributable to equity holders of the company:
Underlying earnings per share for the year attributable to equity holders of the company:
– basic
– diluted
– basic
– diluted
to shareholders.
14 Cash and balances with central banks
Cash in hand
Balances with central banks
Less impairment loss allowance
2021
2020
56,334,784 53,720,680
521,955
237,776
811,508
231,259
73,990
929,457
–
1,006,522
272,952
–
58,178,975 55,961,908
2021
2020
133.5p
129.3p
172.2p
166.7p
49.6p
47.6p
133.3p
127.9p
2021
£’000
–
2020
£’000
–
1,463,377
1,803,434
(83)
(728)
1,463,294
1,802,706
Underlying earnings per share is calculated in the same way as earnings per share, but by reference to underlying profit attributable
The fair value of balances with central banks is not materially different from their carrying amount.
Repayable:
– on demand
– within 1 year but over 3 months
Less impairment loss allowance
Amounts include balances:
– with variable interest rates
– which are non-interest-bearing
Less impairment loss allowance
The group’s exposure to credit risk arising from cash and balances with central banks is described in note 33.
15 Loans and advances to banks
Current accounts
Fixed term deposits
Less impairment loss allowance
Repayable:
– on demand
– within 3 months or less excluding on demand
– within 1 year but over 3 months
Less impairment loss allowance
Amounts include loans and advances:
– with variable interest rates
– with fixed interest rates
– which are non-interest-bearing
Less impairment loss allowance
2021
£’000
2020
£’000
1,460,001 1,798,000
5,434
(728)
1,463,294 1,802,706
3,376
(83)
1,460,000 1,798,000
5,434
(728)
1,463,294 1,802,706
3,377
(83)
2021
£’000
173,589
30,000
–
203,589
2020
£’000
149,432
10,000
(2)
159,430
2021
£’000
2020
£’000
173,589
–
30,000
–
203,589
203,417
–
172
–
203,589
149,432
10,000
–
(2)
159,430
149,182
10,000
250
(2)
159,430
The fair value of loans and advances is not materially different to their carrying amount. Fair value has been calculated as the discounted
amount of estimated future cash flows expected to be received using current market rates.
Loans and advances to banks included in cash and cash equivalents at 31 December 2021 were £173,589,000 (note 38) (2020: £159,432,000).
The group’s exposure to credit risk arising from loans and advances to banks is described in note 33.
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Notes to the consolidated financial statements continued
16 Loans and advances to customers
Overdrafts
Investment management loan book
Trust and financial planning debtors
Other debtors
Less impairment loss allowance
2021
£’000
7,022
167,981
4,208
864
(235)
179,840
2020
£’000
6,384
157,957
1,425
557
(102)
166,221
The fair value of loans and advances to customers is not materially different to their carrying amount. Fair value has been calculated as the
discounted amount of estimated future cash flows expected to be received using current market rates. Debtors arising from the trust and
financial planning businesses are non-interest-bearing.
Repayable:
– on demand
– within 3 months or less excluding on demand
– within 1 year but over 3 months
– within 5 years but over 1 year
Less impairment loss allowance
Amounts include loans and advances:
– with variable interest rates
– which are non-interest-bearing
Less impairment loss allowance
The group’s exposure to credit risk arising from loans and advances to customers is described in note 33.
17 Investment securities
Fair value through profit or loss
Equity securities:
– listed
– unlisted
Money market funds:
– unlisted
Amortised cost
Debt securities:
– unlisted
Less impairment loss allowance
2021
£’000
2020
£’000
8,199
4,565
2,621
164,690
(235)
179,840
174,401
5,674
(235)
179,840
7,185
3,545
107
155,486
(102)
166,221
164,229
2,094
(102)
166,221
2021
£’000
2020
£’000
7,376
2,558
5,728
2,569
20,000
29,934
99,262
107,559
2021
£’000
2020
£’000
761,682
(28)
761,654
651,533
(106)
651,427
Debt securities comprise certificates of deposit and are all due to mature within one year (2020: all).
Fair value through profit or loss securities include money market funds and direct holdings in equity securities. Equity securities comprises
units in Rathbone Unit Trust Management managed funds and Euroclear shares. Equity securities do not bear interest. Money market funds,
which declare daily dividends that are in the nature of interest at a variable rate and which are realisable on demand, have been included
within cash equivalents (note 38).
The fair value of debt securities is disclosed in note 33.
The change in the group’s holdings of investment securities in the year is summarised below.
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Consolidated financial statements
Notes to the consolidated financial statements continued
16 Loans and advances to customers
Overdrafts
Investment management loan book
Trust and financial planning debtors
Other debtors
Less impairment loss allowance
Repayable:
– on demand
– within 3 months or less excluding on demand
– within 1 year but over 3 months
– within 5 years but over 1 year
Less impairment loss allowance
Amounts include loans and advances:
– with variable interest rates
– which are non-interest-bearing
Less impairment loss allowance
17 Investment securities
Fair value through profit or loss
Equity securities:
– listed
– unlisted
– unlisted
Money market funds:
Amortised cost
Debt securities:
– unlisted
Less impairment loss allowance
The fair value of loans and advances to customers is not materially different to their carrying amount. Fair value has been calculated as the
discounted amount of estimated future cash flows expected to be received using current market rates. Debtors arising from the trust and
financial planning businesses are non-interest-bearing.
The group’s exposure to credit risk arising from loans and advances to customers is described in note 33.
Debt securities comprise certificates of deposit and are all due to mature within one year (2020: all).
Fair value through profit or loss securities include money market funds and direct holdings in equity securities. Equity securities comprises
units in Rathbone Unit Trust Management managed funds and Euroclear shares. Equity securities do not bear interest. Money market funds,
which declare daily dividends that are in the nature of interest at a variable rate and which are realisable on demand, have been included
within cash equivalents (note 38).
The fair value of debt securities is disclosed in note 33.
The change in the group’s holdings of investment securities in the year is summarised below.
167,981
157,957
2021
£’000
7,022
4,208
864
(235)
2020
£’000
6,384
1,425
557
(102)
179,840
166,221
2021
£’000
2020
£’000
8,199
4,565
2,621
7,185
3,545
107
164,690
155,486
(235)
(102)
179,840
166,221
174,401
164,229
5,674
(235)
2,094
(102)
179,840
166,221
2021
£’000
2020
£’000
7,376
2,558
5,728
2,569
20,000
29,934
99,262
107,559
2021
£’000
2020
£’000
761,682
651,533
(28)
(106)
761,654
651,427
At 1 January 2020
Additions
Disposals (sales and redemptions)
Foreign exchange movements
Gain from changes in fair value
Increase in impairment loss allowance
At 1 January 2021
Additions
Disposals (sales and redemptions)
Foreign exchange movements
Gain from changes in fair value
Decrease in impairment loss allowance
At 31 December 2021
Fair value
through
profit or loss
£’000
105,967
1,063
(417)
(386)
1,332
–
107,559
56,658
(134,924)
(188)
829
–
29,934
Amortised
cost
£’000
600,261
885,783
(833,295)
(1,245)
–
(77)
651,427
930,728
(821,100)
519
–
80
761,654
Total
£’000
706,228
886,846
(833,712)
(1,631)
1,332
(77)
758,986
987,386
(956,024)
331
829
80
791,588
Included within amortised cost are additions of £1,658,000 (2020: £1,063,000) and £690,000 (2020: £417,000) of disposals of financial
instruments that are not classified as cash and cash equivalents.
18 Prepayments, accrued income and other assets
Work in progress
Prepayments and other assets
Accrued income
19 Property, plant and equipment
Cost
At 1 January 2020
Additions
Disposals
At 1 January 2021
Additions
Acquisitions through business combinations (note 8)
Disposals
At 31 December 2021
Depreciation
At 1 January 2020
Charge for the year
Disposals
At 1 January 2021
Charge for the year
Acquisitions through business combinations (note 8)
Disposals
At 31 December 2021
Carrying amount at 31 December 2021
Carrying amount at 31 December 2020
Carrying amount at 1 January 2020
2021
£’000
9,943
19,507
86,542
115,992
2020
£’000
3,526
16,191
78,997
98,714
Plant and
equipment
£’000
21,612
2,896
(819)
23,689
1,738
3,765
(1,987)
27,205
18,058
2,432
(819)
19,671
2,259
3,318
(1,946)
23,302
3,903
4,018
3,554
Total
£’000
43,321
3,796
(819)
46,298
1,999
4,343
(1,987)
50,653
27,889
4,382
(819)
31,452
4,263
3,825
(1,946)
37,594
13,059
14,846
15,432
Short term
leasehold
improvements
£’000
21,709
900
–
22,609
261
578
–
23,448
9,831
1,950
–
11,781
2,004
507
–
14,292
9,156
10,828
11,878
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157
Notes to the consolidated financial statements continued
20 Right-of-use assets
Cost
At 1 January 2020
Additions
Disposals
Other movements
At 1 January 2021
Additions
Acquisitions through business combinations (note 8)
Disposals
Other movements
At 31 December 2021
Depreciation and impairment
1 January 2020
Charge for the year
Disposals
Other movements
At 1 January 2021
Charge for the year
Disposals
Other movements
At 31 December 2021
Carrying amount at 31 December 2021
Carrying amount at 31 December 2020
Carrying amount at 1 January 2020
Property
£'000
Motor vehicles
and equipment
£’000
54,275
258
(42)
(23)
54,468
3,505
451
(81)
(284)
58,059
4,822
4,845
–
(42)
9,625
4,953
(81)
–
14,497
43,562
44,843
49,453
41
–
–
–
41
354
–
(24)
–
371
14
14
–
–
28
34
(24)
–
38
333
13
27
Total
£’000
54,316
258
(42)
(23)
54,509
3,859
451
(105)
(284)
58,430
4,836
4,859
–
(42)
9,653
4,987
(105)
–
14,535
43,895
44,856
49,480
The group recognised a charge of £58,400 in profit or loss during the year in respect of short-term leases and low-value assets (2020: £43,000).
21 Net deferred tax asset/ (liability)
The UK Government legislated in the Finance Act 2021 to increase the UK corporation tax rate to 25.0% in 2023. The Finance Act 2021 was
enacted on 10 June 2021. This has been reflected in the deferred tax calculations. Deferred income taxes are calculated on all temporary
differences under the liability method using the rate expected to apply when the relevant timing differences are forecast to unwind.
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Consolidated financial statements
Notes to the consolidated financial statements continued
Acquisitions through business combinations (note 8)
20 Right-of-use assets
Cost
At 1 January 2020
Additions
Disposals
Other movements
At 1 January 2021
Additions
Disposals
Other movements
At 31 December 2021
Depreciation and impairment
1 January 2020
Charge for the year
Disposals
Other movements
At 1 January 2021
Charge for the year
Disposals
Other movements
At 31 December 2021
Carrying amount at 31 December 2021
Carrying amount at 31 December 2020
Carrying amount at 1 January 2020
21 Net deferred tax asset/ (liability)
58,059
371
58,430
Motor vehicles
Property
and equipment
£'000
£’000
54,275
41
54,316
Total
£’000
258
(42)
(23)
54,509
3,859
451
(105)
(284)
4,836
4,859
–
(42)
9,653
4,987
(105)
–
14,535
43,895
44,856
49,480
54,468
3,505
41
354
258
(42)
(23)
451
(81)
(284)
4,822
4,845
–
(42)
9,625
4,953
(81)
–
14,497
43,562
44,843
49,453
–
–
–
–
–
–
–
–
(24)
14
14
28
34
(24)
38
333
13
27
The movement on the deferred tax account is as follows:
As at 1 January 2021
Recognised in profit or loss in respect of:
– current year
– prior year
– change in rate
Total
Recognised in other comprehensive
income in respect of:
– current year
– prior year
– change in rate
Total
Recognised in equity in respect of:
– current year
– prior year
– change in rate
Total
Business combinations
Total
Deferred
capital
allowances
£’000
2,634
110
119
934
1,163
–
–
–
–
–
–
–
–
–
(6)
Pensions
£’000
1,857
(946)
–
–
(946)
(3,247)
–
–
(3,247)
–
–
–
–
–
–
Share-based
payments
£’000
4,364
Staff-related
costs
£’000
5,624
Fair value
through
profit or loss
£’000
(701)
2,170
3
1,736
3,909
1,476
161
–
1,637
(97)
–
–
(97)
Intangible
assets
£’000
(10,436)
1,083
–
(2,666)
(1,583)
–
–
–
–
1,211
(8)
208
1,411
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
Total
£’000
3,342
3,796
283
4
4,083
(3,247)
–
–
(3,247)
1,211
(8)
208
1,411
–
–
–
–
–
–
–
–
(19,394)
(19,394)
(19,394)
(19,400)
The group recognised a charge of £58,400 in profit or loss during the year in respect of short-term leases and low-value assets (2020: £43,000).
As at 31 December 2021
3,791
(2,336)
9,684
7,261
(798)
(31,413)
(13,811)
The UK Government legislated in the Finance Act 2021 to increase the UK corporation tax rate to 25.0% in 2023. The Finance Act 2021 was
enacted on 10 June 2021. This has been reflected in the deferred tax calculations. Deferred income taxes are calculated on all temporary
differences under the liability method using the rate expected to apply when the relevant timing differences are forecast to unwind.
Deferred tax assets
Deferred tax liabilities
As at 31 December 2021
Deferred
capital
allowances
£’000
3,791
–
3,791
Pensions
£’000
–
(2,336)
(2,336)
Share-based
payments
£’000
9,684
–
9,684
Staff-
related
costs
£’000
7,261
–
7,261
Fair value
through
profit or loss
£’000
–
(798)
(798)
Intangible
assets
£’000
–
(31,413)
(31,413)
Total
£’000
20,736
(34,547)
(13,811)
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159
159
Notes to the consolidated financial statements continued
21 Net deferred tax asset/ (liability) continued
Deferred
capital
allowances
£’000
1,964
As at 1 January 2020
Recognised in profit or loss in respect of:
– current year
– prior year
– change in rate
Total
Share-based
payments
£’000
3,545
Staff-related
costs
£’000
4,996
398
22
445
865
1,327
(1,155)
456
628
Fair value
through
profit or loss
£’000
(304)
(360)
–
(37)
(397)
Intangible
assets
£’000
(8,925)
848
–
(1,050)
(202)
Pensions
£’000
1,360
(553)
–
(618)
(1,171)
890
–
778
1,668
–
–
–
–
–
–
405
31
234
670
–
–
–
–
–
–
–
–
–
–
Total
£’000
2,636
2,065
(1,102)
(570)
393
890
–
778
1,668
(36)
(17)
7
(46)
–
–
–
–
–
–
–
–
(1,309)
(1,309)
(1,309)
(1,309)
–
–
–
–
(36)
(17)
7
(46)
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
Recognised in other comprehensive
income in respect of:
– current year
– prior year
– change in rate
Total
Recognised in equity in respect of:
– current year
– prior year
– change in rate
Total
Business combinations
Total
As at 31 December 2020
2,634
1,857
4,364
5,624
(701)
(10,436)
3,342
Deferred tax assets
Deferred tax liabilities
As at 31 December 2020
Deferred
capital
allowances
£’000
2,634
–
2,634
Pensions
£’000
1,857
–
1,857
Share-based
payments
£’000
4,364
–
4,364
Staff-related
costs
£’000
5,624
–
5,624
Fair value
through
profit or loss
£’000
–
(701)
(701)
Intangible
assets
£’000
–
(10,436)
(10,436)
Total
£’000
14,479
(11,137)
3,342
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Consolidated financial statements
Notes to the consolidated financial statements continued
21 Net deferred tax asset/ (liability) continued
As at 1 January 2020
Recognised in profit or loss in respect of:
Recognised in other comprehensive
income in respect of:
– current year
– prior year
– change in rate
Total
– current year
– prior year
– change in rate
Total
– current year
– prior year
– change in rate
Total
Business combinations
Total
Recognised in equity in respect of:
Deferred
capital
allowances
£’000
1,964
405
31
234
670
–
–
–
–
–
–
–
–
–
–
Pensions
£’000
1,360
(553)
–
(618)
(1,171)
890
–
778
1,668
–
–
–
–
–
–
Share-based
payments
£’000
3,545
Staff-related
costs
£’000
4,996
398
22
445
865
1,327
(1,155)
456
628
Fair value
through
profit or loss
£’000
(304)
(360)
–
(37)
(397)
Intangible
assets
£’000
(8,925)
848
–
(1,050)
(202)
Total
£’000
2,636
2,065
(1,102)
(570)
393
890
–
778
1,668
(36)
(17)
7
(46)
–
–
–
–
–
–
–
–
(1,309)
(1,309)
(1,309)
(1,309)
–
–
–
–
–
–
–
–
–
–
–
–
–
–
(36)
(17)
7
(46)
–
–
–
–
–
–
–
–
–
–
–
–
As at 31 December 2020
2,634
1,857
4,364
5,624
(701)
(10,436)
3,342
Deferred tax assets
Deferred tax liabilities
As at 31 December 2020
Deferred
capital
allowances
£’000
2,634
–
Pensions
£’000
1,857
–
Share-based
payments
£’000
4,364
–
Staff-related
costs
£’000
5,624
–
2,634
1,857
4,364
5,624
Fair value
through
profit or loss
£’000
–
(701)
(701)
Intangible
assets
£’000
–
(10,436)
(10,436)
Total
£’000
14,479
(11,137)
3,342
22 Intangible assets
Goodwill
Other intangible assets
2021
£’000
167,677
208,510
376,187
2020
£’000
96,872
134,272
231,144
Goodwill
Goodwill acquired in a business combination is allocated, at acquisition, to the groups of cash-generating units (CGUs) that are expected
to benefit from that business combination.
The carrying amount of goodwill has been allocated as follows:
Cost
At 1 January 2020
Acquired through business combinations (note 8)
At 1 January 2021
Acquired through business combinations (note 8)
At 31 December 2021
Impairment
At 1 January 2020
Charge for the year
At 1 January 2021
Charge for the year
At 31 December 2021
Carrying amount at 31 December 2021
Carrying amount at 31 December 2020
Carrying amount at 1 January 2020
Investment
Management
£’000
90,405
6,467
96,872
70,805
167,677
–
–
–
–
–
167,677
96,872
90,405
Funds
£’000
Total
£’000
1,954
–
1,954
–
1,954
1,954
–
1,954
–
1,954
–
–
–
92,359
6,467
98,826
70,805
169,631
1,954
–
1,954
–
1,954
167,677
96,872
90,405
Goodwill of £70,805,000 acquired through business combinations in the period relates to the acquisition of Saunderson House (2020:
£6,467,000 acquired in the prior year relates to the acquisition of the Barclays Wealth’s Personal Injury and Court of Protection business).
See note 8. This has been allocated to the Investment Management group of CGUs. The group does not believe there are any key assumptions
where reasonable changes could occur which could give rise to a material adjustment in the carrying value.
Impairment
The recoverable amounts of the groups of CGUs to which goodwill is allocated are assessed using value-in-use calculations. The group
prepares cash flow forecasts derived from the most recent financial budgets approved by the board, covering the forthcoming and future
years. Budgets are extrapolated for five years based on annual revenue and cost growth for each group of CGUs (see table below), as well
as the group’s expectation of future industry growth rates. A five-year extrapolation period is chosen as this aligns with the period covered
by the group’s Internal Capital Adequacy Assessment Process (‘ICAAP’) modelling. A terminal growth rate is applied to year five cash flows,
which takes into account the net growth forecasts over the extrapolation period and the long-term average growth rate for the industry.
The group estimates discount rates using pre-tax rates that reflect current market assessments of the time value of money and the risks
specific to the group of CGUs.
The pre-tax rate used to discount the forecast cash flows for each group of CGU is shown in the table below; these are based on a risk-
adjusted weighted average cost of capital. The group judges that these discount rates appropriately reflect the markets in which each
group of CGUs operate.
There was no impairment to the goodwill allocated to the Investment Management group of CGUs during the period. The group has
considered any reasonably foreseeable changes to the assumptions used in the value-in-use calculation for the Investment Management
group of CGUs to its cash flow projections and the level of risk associated with those cash flows. Based on this assessment, no such change
would result in an impairment of the goodwill allocated to this CGU.
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Notes to the consolidated financial statements continued
22 Intangible assets continued
At 31 December
Discount rate
Annual revenue growth rate
Terminal growth rate
Other intangible assets
Cost
At 1 January 2020
Internally developed in the year
Acquired through business combinations (note 8)
Purchased in the year
Disposals
At 1 January 2021
Internally developed in the year
Acquired through business combinations (note 8)
Purchased in the year
Disposals
At 31 December 2021
Amortisation and impairment
At 1 January 2020
Impairment charge
Amortisation charge
Disposals
At 1 January 2021
Acquired through business combinations (note 8)
Amortisation charge
Disposals
At 31 December 2021
Carrying amount at 31 December 2021
Carrying amount at 31 December 2020
Carrying amount at 1 January 2020
Investment Management
2021
12.0%
4.2%
1.0%
2020
12.2%
5.0%
1.0%
Purchased
software
£’000
41,148
–
–
6,269
(1,228)
46,189
–
5,662
4,840
(3,699)
52,992
30,347
–
6,488
(1,228)
35,607
4,237
5,053
(3,673)
41,224
11,768
10,582
10,801
Total
£’000
256,466
1,613
6,890
10,354
(3,086)
272,237
1,995
85,077
13,460
(5,415)
367,354
119,064
–
21,987
(3,086)
137,965
4,237
22,031
(5,389)
158,844
208,510
134,272
137,402
Client
relationships
£’000
207,136
–
6,890
4,085
(1,858)
216,253
–
79,415
8,620
(1,716)
302,572
82,680
–
14,302
(1,858)
95,124
–
15,595
(1,716)
109,003
193,569
121,129
124,456
Software
development
costs
£’000
8,182
1,613
–
–
–
9,795
1,995
–
–
–
11,790
6,037
–
1,197
–
7,234
–
1,383
–
8,617
3,173
2,561
2,145
Client relationships of £79,415,000 acquired through business combinations in the period relate to the acquisition of Saunderson House
(2020: £6,890,000 acquired in the prior year relates to the acquisition of the Barclays Wealth’s Personal Injury and Court of Protection
business). See note 8.
Purchases of client relationships of £8,620,000 (2020: £4,085,000) in the year relate to payments made to investment managers and third
parties for the introduction of client relationships.
The total amount charged to profit or loss in the year in relation to goodwill and client relationships was £15,595,000 (2020: £14,302,000).
Purchased software with a cost of £32,363,000 (2020: £23,803,000) has been fully amortised but is still in use.
23 Deposits by banks
On 31 December 2021, deposits by banks included overnight cash book overdraft balances of £2,212,000 (2020: £893,000).
The fair value of deposits by banks was not materially different to their carrying value. Fair value has been calculated as the discounted
amount of estimated future cash flows expected to be paid using current market rates.
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Consolidated financial statements
Notes to the consolidated financial statements continued
22 Intangible assets continued
At 31 December
Discount rate
Annual revenue growth rate
Terminal growth rate
Other intangible assets
Internally developed in the year
Acquired through business combinations (note 8)
Cost
At 1 January 2020
Purchased in the year
Disposals
At 1 January 2021
Internally developed in the year
Acquired through business combinations (note 8)
Purchased in the year
Disposals
At 31 December 2021
Amortisation and impairment
At 1 January 2020
Impairment charge
Amortisation charge
Disposals
At 1 January 2021
Amortisation charge
Disposals
At 31 December 2021
Carrying amount at 31 December 2021
Carrying amount at 31 December 2020
Carrying amount at 1 January 2020
Acquired through business combinations (note 8)
Investment Management
2021
12.0%
4.2%
1.0%
2020
12.2%
5.0%
1.0%
Purchased
software
£’000
Total
£’000
41,148
256,466
46,189
272,237
–
–
–
–
6,269
(1,228)
5,662
4,840
(3,699)
52,992
6,488
(1,228)
4,237
5,053
(3,673)
41,224
11,768
10,582
10,801
1,613
6,890
10,354
(3,086)
1,995
85,077
13,460
(5,415)
367,354
–
21,987
(3,086)
4,237
22,031
(5,389)
158,844
208,510
134,272
137,402
Client
development
–
–
–
–
relationships
£’000
207,136
6,890
4,085
(1,858)
216,253
79,415
8,620
(1,716)
14,302
(1,858)
95,124
15,595
(1,716)
109,003
193,569
121,129
124,456
Software
costs
£’000
8,182
1,613
9,795
1,995
1,197
1,383
8,617
3,173
2,561
2,145
–
–
–
–
–
–
–
–
–
–
302,572
11,790
82,680
6,037
30,347
119,064
7,234
35,607
137,965
Client relationships of £79,415,000 acquired through business combinations in the period relate to the acquisition of Saunderson House
(2020: £6,890,000 acquired in the prior year relates to the acquisition of the Barclays Wealth’s Personal Injury and Court of Protection
business). See note 8.
Purchases of client relationships of £8,620,000 (2020: £4,085,000) in the year relate to payments made to investment managers and third
parties for the introduction of client relationships.
The total amount charged to profit or loss in the year in relation to goodwill and client relationships was £15,595,000 (2020: £14,302,000).
Purchased software with a cost of £32,363,000 (2020: £23,803,000) has been fully amortised but is still in use.
23 Deposits by banks
On 31 December 2021, deposits by banks included overnight cash book overdraft balances of £2,212,000 (2020: £893,000).
The fair value of deposits by banks was not materially different to their carrying value. Fair value has been calculated as the discounted
amount of estimated future cash flows expected to be paid using current market rates.
24 Due to customers
Repayable:
– on demand
– within 3 months or less excluding on demand
– within 1 year or less but over 3 months
Amounts include balances:
– with variable interest rates
– with fixed interest rates
– which are non-interest-bearing
2021
£’000
2020
£’000
2,205,984 2,453,676
106,699
1,392
2,333,011 2,561,767
122,784
4,243
2,205,984 2,445,377
66,776
49,614
2,333,011 2,561,767
66,367
60,660
The fair value of amounts due to customers was not materially different from their carrying value. The estimated fair value of deposits with
no stated maturity, which include non-interest-bearing deposits, is the amount at which deposits could be transferred to a third party at the
measurement date. The estimated fair value of fixed-interest-bearing deposits is based on discounted cash flows using interest rates for new
debts with similar remaining maturity.
25 Accruals, deferred income, provisions and other liabilities
Trade creditors
Other creditors
Accruals
Other provisions (note 26)
26 Other provisions
At 1 January 2020
Charged to profit or loss
Unused amount credited to profit or loss
Net charge to profit or loss
Other movements
Utilised/paid during the year
At 1 January 2021
Charged to profit or loss
Unused amount credited to profit or loss
Net charge to profit or loss
Other movements
Utilised/paid during the year
At 31 December 2021
Payable within 1 year
Payable after 1 year
2021
£’000
59
23,667
105,448
15,324
144,498
2020
£’000
785
20,766
81,805
8,715
112,071
Property-
related
£’000
5,238
(642)
(23)
(665)
–
(825)
3,748
995
–
995
–
(100)
4,643
96
4,547
4,643
Total
£’000
8,732
585
(442)
143
3,857
(4,017)
8,715
3,273
(155)
3,118
7,992
(4,501)
15,324
5,806
9,518
15,324
Deferred,
variable costs
to acquire client
relationship
intangibles
£’000
1,319
–
–
3,857
(1,391)
3,785
–
–
–
7,992
(3,239)
8,538
3,567
4,971
8,538
Deferred
consideration
in business
combinations
£’000
–
588
–
588
–
–
588
–
–
–
–
(588)
–
Legal and
compensation
£’000
2,175
639
(419)
220
–
(1,801)
594
2,278
(155)
2,123
–
(574)
2,143
–
–
–
2,143
–
2,143
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163
Notes to the consolidated financial statements continued
26 Other provisions continued
Deferred, variable costs to acquire client relationship intangibles
Other movements in provisions relate to deferred payments to investment managers and third parties for the introduction of client
relationships, which have been capitalised in the year.
Deferred and contingent consideration in business combinations
During the year, the group settled an incentivisation award for Speirs & Jeffrey support staff in the value of £588,000.
Legal and compensation
During the ordinary course of business the group may, from time to time, be subject to complaints, as well as threatened and actual
legal proceedings (which may include lawsuits brought on behalf of clients or other third parties) both in the UK and overseas. Any such
material matters are periodically reassessed, with the assistance of external professional advisers where appropriate, to determine the
likelihood of the group incurring a liability. In those instances where it is concluded that it is more likely than not that a payment will be made,
a provision is established to the group’s best estimate of the amount required to settle the obligation at the relevant balance sheet date. The
timing of settlement of provisions for client compensation or litigation is dependent, in part, on the duration of negotiations with third parties.
Property-related
Property-related provisions of £4,643,000 relate to dilapidation provisions expected to arise on leasehold premises held by the group (2020:
£3,748,000). Dilapidation provisions are calculated using a discounted cash flow model; during the year ended 31 December 2021, dilapidation
provisions increased by £885,000 (2020: decreased by £1,490,000).
During the year, the group utilised £100,000 for the property held in Edinburgh (2020: £nil). The dilapidation provision held for the property at
1 Curzon Street was fully utilised in the prior year. The impact of discounting led to an additional credit of £995,000 (2020: additional charge of
£642,000) being recognised during the year.
Amounts payable after one year
Property-related provisions of £4,547,000 are expected to be settled within 12 years of the balance sheet date, which corresponds to the
longest lease for which a dilapidations provision is being held. Remaining provisions payable after one year are expected to be settled within
three years of the balance sheet date.
27 Lease liabilities
Maturity analysis
Less than one year
One to five years
More than five years
Lease liabilities at 31 December
Current
Non-current
28 Subordinated loan notes
Subordinated loan notes
– face value
– carrying value
2021
£’000
2020
£’000
4,853 4,869
19,819 19,307
30,299 31,948
54,971 56,124
4,853 4,869
50,118 51,255
54,971 56,124
2021
£’000
2020
£’000
40,000
39,893
20,000
19,768
During the year, Rathbone Investment Management Limited repaid its £20.0 million 10-year callable subordinated loan notes, and Rathbone
Brothers Plc issued £40.0 million of 10-year tier 2 notes with a call option in October 2026 and annually thereafter. Interest is payable at a fixed
rate of 5.642% per annum until the first call option date and at a fixed rate of 4.893% over Compounded Daily SONIA thereafter. Legal fees of
£107,000 were incurred in issuing the notes, which have been accounted for in the carrying value of amortised cost.
An interest expense of £1,241,000 (2020: £902,000) was recognised in the year.
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Consolidated financial statements
Notes to the consolidated financial statements continued
26 Other provisions continued
Deferred, variable costs to acquire client relationship intangibles
relationships, which have been capitalised in the year.
Deferred and contingent consideration in business combinations
Other movements in provisions relate to deferred payments to investment managers and third parties for the introduction of client
During the year, the group settled an incentivisation award for Speirs & Jeffrey support staff in the value of £588,000.
Legal and compensation
During the ordinary course of business the group may, from time to time, be subject to complaints, as well as threatened and actual
legal proceedings (which may include lawsuits brought on behalf of clients or other third parties) both in the UK and overseas. Any such
material matters are periodically reassessed, with the assistance of external professional advisers where appropriate, to determine the
likelihood of the group incurring a liability. In those instances where it is concluded that it is more likely than not that a payment will be made,
a provision is established to the group’s best estimate of the amount required to settle the obligation at the relevant balance sheet date. The
timing of settlement of provisions for client compensation or litigation is dependent, in part, on the duration of negotiations with third parties.
Property-related
Property-related provisions of £4,643,000 relate to dilapidation provisions expected to arise on leasehold premises held by the group (2020:
£3,748,000). Dilapidation provisions are calculated using a discounted cash flow model; during the year ended 31 December 2021, dilapidation
provisions increased by £885,000 (2020: decreased by £1,490,000).
During the year, the group utilised £100,000 for the property held in Edinburgh (2020: £nil). The dilapidation provision held for the property at
1 Curzon Street was fully utilised in the prior year. The impact of discounting led to an additional credit of £995,000 (2020: additional charge of
Property-related provisions of £4,547,000 are expected to be settled within 12 years of the balance sheet date, which corresponds to the
longest lease for which a dilapidations provision is being held. Remaining provisions payable after one year are expected to be settled within
£642,000) being recognised during the year.
Amounts payable after one year
three years of the balance sheet date.
27 Lease liabilities
Maturity analysis
Less than one year
One to five years
More than five years
Current
Non-current
Lease liabilities at 31 December
28 Subordinated loan notes
Subordinated loan notes
– face value
– carrying value
2021
£’000
2020
£’000
4,853 4,869
19,819 19,307
30,299 31,948
54,971 56,124
4,853 4,869
50,118 51,255
54,971 56,124
2021
£’000
2020
£’000
40,000
39,893
20,000
19,768
During the year, Rathbone Investment Management Limited repaid its £20.0 million 10-year callable subordinated loan notes, and Rathbone
Brothers Plc issued £40.0 million of 10-year tier 2 notes with a call option in October 2026 and annually thereafter. Interest is payable at a fixed
rate of 5.642% per annum until the first call option date and at a fixed rate of 4.893% over Compounded Daily SONIA thereafter. Legal fees of
£107,000 were incurred in issuing the notes, which have been accounted for in the carrying value of amortised cost.
An interest expense of £1,241,000 (2020: £902,000) was recognised in the year.
29 Long-term employee benefits
Defined contribution pension scheme
The group operates a defined contribution group personal pension scheme and contributes to various other personal pension arrangements
for certain directors and employees. The total contributions made to these schemes during the year £12,006,000 (2020: £10,411,000). The
group also operates a defined contribution scheme for overseas employees, for which the total contributions were £82,000 (2020: £67,000).
Defined benefit pension schemes
The group operates two defined benefit pension schemes that operate within the UK legal and regulatory framework: the Rathbone 1987
Scheme and the Laurence Keen Retirement Benefit Scheme. The schemes are currently both clients of Rathbone Investment Management,
with investments managed on a discretionary basis, in accordance with the statements of investment principles agreed by the trustees.
Scheme assets are held separately from those of the group.
The trustees of the schemes are required to act in the best interest of the schemes’ beneficiaries. The appointment of trustees is determined
by the schemes’ trust documentation and legislation. The group has a policy that one third of all trustees should be nominated by members
of the schemes.
Following a High Court ruling in 2018, the cost of equalising pension benefits for the impact of unequal Guaranteed Minimum Pensions
(GMPs) has been recognised. Only the Laurence Keen Scheme was impacted. The Rathbone 1987 Scheme was never contracted out, meaning
there are no GMP benefits in this scheme. Ahead of a specific method for equalisation being agreed with the scheme trustees, the cost has
been estimated using a method consistent with that deemed by the High Court to be the minimum necessary to achieve equality. The High
Court made a further ruling in November 2020 relating to members with GMPs that had previously transferred out, whereby the scheme
remains liable for paying any required adjustments arising from GMP equalisation. An estimate of the additional payment was recognised as
a past service cost in 2020.
The Laurence Keen Scheme was closed to new entrants and future accrual with effect from 30 September 1999. Past service benefits continue
to be calculated by reference to final pensionable salaries. From 1 October 1999, all the active members of the Laurence Keen Scheme were
included under the Rathbone 1987 Scheme for accrual of retirement benefits for further service. The Rathbone 1987 Scheme was closed to
new entrants with effect from 31 March 2002 and to future accrual from 30 June 2017.
The schemes are valued by independent actuaries at least every three years using the projected unit credit method, which looks at the value
of benefits accruing over the years following the valuation date based on projected salary to the date of termination of services, discounted to
a present value using a rate that reflects the characteristics of the liability. The valuations are updated at each balance sheet date in between
full valuations. The latest full actuarial valuations were carried out as at 31 December 2019.
The assumptions used by the actuaries, to estimate the schemes’ liabilities, are the best estimates chosen from a range of possible actuarial
assumptions. Due to the timescale covered by the liability, these assumptions may not necessarily be borne out in practice.
The principal actuarial assumptions used, which reflect the different membership profiles of the schemes, were:
Rate of increase of salaries
Rate of increase of pensions in payment
Rate of increase of deferred pensions
Discount rate
Inflation*
Percentage of members transferring out of the schemes per annum
Average age of members at date of transferring out (years)
*
Inflation assumptions are based on the Retail Prices Index
Laurence Keen Scheme
Rathbone 1987 Scheme
2021
%
(unless stated)
n/a
3.70
3.40
1.90
3.40
2.00
52.5
2020
%
(unless stated)
n/a
3.40
3.00
1.30
3.00
3.00
52.5
2021
%
(unless stated)
n/a
3.30
3.40
1.90
3.40
2.00
52.5
2020
%
(unless stated)
n/a
3.00
3.00
1.30
3.00
3.00
52.5
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Notes to the consolidated financial statements continued
29 Long-term employee benefits continued
Over the year, the financial assumptions have been amended to reflect changes in market conditions. Specifically:
1. the discount rate has been increased by 0.6% to reflect a decrease in the yields available on AA-rated corporate bonds
2. the assumed rate of future inflation has increased by 0.4% and reflects expectations of long-term inflation as implied by changes in the
Bank of England inflation yield curve
3. the assumed rates of future increases to pensions in payment increased by 0.3% for both schemes, allowing for the change to the assumed
rate of future inflation
Over the year the mortality assumptions have been updated. The CMI model used to project future improvements in mortality has been
updated from the 2019 version to the 2020 version.
2% of members not yet in receipt of their pension are assumed to transfer out of the scheme each year (2020: 3%).
The assumed duration of the liabilities for the Laurence Keen Scheme is 15 years (2020: 16 years) and the assumed duration for the Rathbone
1987 Scheme is 20 years (2020: 21 years).
The normal retirement age for members of the Laurence Keen Scheme is 65 (60 for certain former directors). The normal retirement age for
members of the Rathbone 1987 Scheme is 60 for service prior to 1 July 2009 and 65 thereafter, following the introduction of pension benefits
based on Career-Average Revalued Earnings (CARE) from that date. The assumed life expectancy for the membership of both schemes is
based on the S3PA ‘Light’ actuarial tables with improvements in line with the CMI 2020 tables with a long-term rate of improvement of 1.5%
p.a. The assumed life expectancies on retirement were:
Retiring today:
Retiring in 20 years:
aged 60
aged 65
aged 60
aged 65
2021
2020
Males
28.2
23.3
29.9
24.8
Females
29.9
24.9
31.6
26.6
Males
28.2
23.3
29.9
24.8
Females
29.8
24.8
31.5
26.5
The amount included in the balance sheet arising from the group’s assets in respect of the schemes is as follows:
Present value of defined benefit obligations
Fair value of scheme assets
Net defined benefit liability
Laurence Keen
Scheme
£’000
(11,149)
12,981
1,832
2021
Rathbone
1987 Scheme
£’000
(144,428)
154,883
10,455
Total
£’000
(155,577)
167,864
12,287
Laurence Keen
Scheme
£’000
(12,374)
12,592
218
The amounts recognised in profit or loss, within operating expenses, are as follows:
Net interest on net liability
Past service cost
Laurence Keen
Scheme
£’000
(5)
–
(5)
2021
Rathbone
1987 Scheme
£’000
110
–
110
Total
£’000
105
–
105
Laurence Keen
Scheme
£’000
7
76
83
2020
Rathbone
1987 Scheme
£’000
(153,030)
143,027
(10,003)
2020
Rathbone
1987 Scheme
£’000
117
–
117
Total
£’000
(165,404)
155,619
(9,785)
Total
£’000
124
76
200
Remeasurements of the net defined benefit asset have been reported in other comprehensive income. The actual return on scheme assets
was a rise in value of £481,000 (2020: £451,000 rise) for the Laurence Keen Scheme and a rise in value of £11,501,000 (2020: £9,660,000 rise)
for the Rathbone 1987 Scheme.
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Consolidated financial statements
Notes to the consolidated financial statements continued
Over the year, the financial assumptions have been amended to reflect changes in market conditions. Specifically:
1. the discount rate has been increased by 0.6% to reflect a decrease in the yields available on AA-rated corporate bonds
2. the assumed rate of future inflation has increased by 0.4% and reflects expectations of long-term inflation as implied by changes in the
3. the assumed rates of future increases to pensions in payment increased by 0.3% for both schemes, allowing for the change to the assumed
Bank of England inflation yield curve
rate of future inflation
Over the year the mortality assumptions have been updated. The CMI model used to project future improvements in mortality has been
updated from the 2019 version to the 2020 version.
2% of members not yet in receipt of their pension are assumed to transfer out of the scheme each year (2020: 3%).
The assumed duration of the liabilities for the Laurence Keen Scheme is 15 years (2020: 16 years) and the assumed duration for the Rathbone
1987 Scheme is 20 years (2020: 21 years).
The normal retirement age for members of the Laurence Keen Scheme is 65 (60 for certain former directors). The normal retirement age for
members of the Rathbone 1987 Scheme is 60 for service prior to 1 July 2009 and 65 thereafter, following the introduction of pension benefits
based on Career-Average Revalued Earnings (CARE) from that date. The assumed life expectancy for the membership of both schemes is
based on the S3PA ‘Light’ actuarial tables with improvements in line with the CMI 2020 tables with a long-term rate of improvement of 1.5%
p.a. The assumed life expectancies on retirement were:
Retiring today:
Retiring in 20 years:
aged 60
aged 65
aged 60
aged 65
2021
2020
Males
28.2
23.3
29.9
24.8
Females
29.9
24.9
31.6
26.6
Males
28.2
23.3
29.9
24.8
The amount included in the balance sheet arising from the group’s assets in respect of the schemes is as follows:
Laurence Keen
Scheme
£’000
2021
Rathbone
1987 Scheme
£’000
Total
£’000
Laurence Keen
Scheme
£’000
2020
Rathbone
1987 Scheme
£’000
Present value of defined benefit obligations
(11,149)
(144,428)
(155,577)
(12,374)
(153,030)
(165,404)
Fair value of scheme assets
Net defined benefit liability
12,981
1,832
154,883
10,455
167,864
12,287
12,592
143,027
155,619
218
(10,003)
(9,785)
The amounts recognised in profit or loss, within operating expenses, are as follows:
Net interest on net liability
Past service cost
Laurence Keen
Scheme
£’000
2021
Rathbone
1987 Scheme
£’000
110
–
110
(5)
–
(5)
Total
£’000
105
–
105
Laurence Keen
Scheme
£’000
7
76
83
2020
Rathbone
1987 Scheme
£’000
117
–
117
Remeasurements of the net defined benefit asset have been reported in other comprehensive income. The actual return on scheme assets
was a rise in value of £481,000 (2020: £451,000 rise) for the Laurence Keen Scheme and a rise in value of £11,501,000 (2020: £9,660,000 rise)
for the Rathbone 1987 Scheme.
Females
29.8
24.8
31.5
26.5
Total
£’000
Total
£’000
124
76
200
29 Long-term employee benefits continued
Movements in the present value of defined benefit obligations were as follows:
At 1 January
Service cost (employer’s part)
Interest cost
Contributions from members
Actuarial experience gains
Actuarial gains/(losses) arising from:
– demographic assumptions
– financial assumptions
Past service cost
Benefits paid
At 31 December
Laurence Keen
Scheme
£’000
12,374
–
158
–
20
2021
Rathbone
1987 Scheme
£’000
153,030
–
1,961
–
5,793
(159)
(816)
–
(428)
11,149
(1,200)
(10,761)
–
(4,395)
144,428
Total
£’000
165,404
–
2,119
–
5,813
(1,359)
(11,577)
–
(4,823)
155,577
Laurence Keen
Scheme
£’000
12,726
–
257
–
(1,081)
(389)
1,158
76
(373)
12,374
Movements in the fair value of scheme assets were as follows:
2020
Rathbone
1987 Scheme
£’000
146,398
–
2,916
–
(3,272)
(5,154)
20,482
–
(8,340)
153,030
2020
Rathbone
1987 Scheme
£’000
138,932
Total
£’000
159,124
–
3,173
–
(4,353)
(5,543)
21,640
76
(8,713)
165,404
Total
£’000
151,110
At 1 January
Remeasurement of net defined benefit liability:
– interest income
– return on scheme assets (excluding amounts
included in interest income)
Contributions from the sponsoring companies
Contributions from scheme members
Benefits paid
At 31 December
Laurence Keen
Scheme
£’000
12,592
2021
Rathbone
1987 Scheme
£’000
143,027
Total
£’000
155,619
Laurence Keen
Scheme
£’000
12,178
163
1,851
2,014
250
2,799
3,049
318
336
–
(428)
12,981
9,650
4,750
–
(4,395)
154,883
9,968
5,086
–
(4,823)
167,864
201
336
–
(373)
12,592
6,861
2,775
–
(8,340)
143,027
7,062
3,111
–
(8,713)
155,619
The statements of investment principles set by the trustees of both schemes were revised in 2020. They require that the assets of the schemes
are invested in a diversified portfolio of assets, split between return-seeking assets (primarily equities) and safer assets (corporate bonds and
liability-driven investments).
The expected asset allocations at 31 December 2021 as set out in the statements of investment principles are as follows:
Target asset allocation at 31 December 2021
Benchmark
Safer assets
Growth assets
Range
Safer assets
Growth assets
Laurence Keen
Scheme
Rathbone
1987 Scheme
60%
40%
60%
40%
50%–70% 50%–70%
30%–50% 30%–50%
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Notes to the consolidated financial statements continued
29 Long-term employee benefits continued
The analysis of the scheme assets, measured at bid prices, at the balance sheet date was as follows:
Laurence Keen Scheme
Equity instruments:
– United Kingdom
– Eurozone
– North America
– Other
Debt instruments:
– United Kingdom corporate bonds
Liability-driven investments
– Cash
– Other
At 31 December
Rathbone 1987 Scheme
Equity instruments:
– United Kingdom
– Eurozone
– North America
– Other
Debt instruments:
– United Kingdom corporate bonds
Liability-driven investments
– Cash
– Other
At 31 December
2021
Fair value
£’000
348
696
2,547
2,244
5,835
4,854
4,854
1,986
181
125
12,981
2020
Fair value
£’000
485
555
2,284
2,048
5,372
4,489
4,489
2,441
161
129
12,592
2021
Current
allocation
%
2020
Current
allocation
%
46
43
37
15
1
1
100
36
19
1
1
100
2021
Fair value
£’000
2020
Fair value
£’000
2021
Current
allocation
%
2020
Current
allocation
%
18,035
9,107
27,980
16,823
71,945
54,370
54,370
26,308
2,260
–
154,883
29,299
5,948
15,978
15,497
66,722
41,509
41,509
32,700
2,096
–
143,027
47
46
35
17
1
–
100
29
24
1
–
100
All equity instruments have quoted prices in active markets. ‘Other’ scheme assets comprise commodities (2020: comprise commodities).
Buy and maintain credit funds held with Legal and General Investment Management have been classified as UK corporate bonds.
During the prior year, a proportion of assets was transferred to new fund managers, Legal and General Investment Management, and the
interest rate swap instrument that was previously held was sold. The scheme now holds liability-driven investments, which act to reduce
the group’s exposure to changes in net defined benefit pension obligations arising from changes in interest rates and inflation.
The key assumptions affecting the results of the valuation are the discount rate, future inflation, mortality, the rate of members transferring
out and the average age at the time of transferring out. In order to demonstrate the sensitivity of the results to these assumptions, the actuary
has recalculated the defined benefit obligations for each scheme by varying each of these assumptions in isolation whilst leaving the other
assumptions unchanged. For example, in order to demonstrate the sensitivity of the results to the discount rate, the actuary has recalculated
the defined benefit obligations for each scheme using a discount rate that is 0.5% higher than that used for calculating the disclosed figures.
A similar approach has been taken to demonstrate the sensitivity of the results to the other key assumptions. A summary of the sensitivities
in respect of the total of the two schemes’ defined benefit obligations is set out below.
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Consolidated financial statements
Notes to the consolidated financial statements continued
29 Long-term employee benefits continued
The analysis of the scheme assets, measured at bid prices, at the balance sheet date was as follows:
Laurence Keen Scheme
Equity instruments:
– United Kingdom
– Eurozone
– North America
– Other
Debt instruments:
– United Kingdom corporate bonds
Liability-driven investments
– Cash
– Other
At 31 December
Rathbone 1987 Scheme
Equity instruments:
– United Kingdom
– Eurozone
– North America
– Other
Debt instruments:
– United Kingdom corporate bonds
Liability-driven investments
– Cash
– Other
At 31 December
2021
Fair value
£’000
2020
Fair value
£’000
2021
Current
allocation
%
2020
Current
allocation
%
348
696
2,547
2,244
5,835
4,854
4,854
1,986
181
125
485
555
2,284
2,048
5,372
4,489
4,489
2,441
161
129
12,981
12,592
18,035
9,107
27,980
16,823
71,945
54,370
54,370
26,308
2,260
–
29,299
5,948
15,978
15,497
66,722
41,509
41,509
32,700
2,096
–
46
43
37
15
1
1
100
36
19
1
1
100
47
35
17
1
–
46
29
24
1
–
100
2021
Fair value
£’000
2020
Fair value
£’000
2021
Current
allocation
%
2020
Current
allocation
%
154,883
143,027
100
All equity instruments have quoted prices in active markets. ‘Other’ scheme assets comprise commodities (2020: comprise commodities).
Buy and maintain credit funds held with Legal and General Investment Management have been classified as UK corporate bonds.
During the prior year, a proportion of assets was transferred to new fund managers, Legal and General Investment Management, and the
interest rate swap instrument that was previously held was sold. The scheme now holds liability-driven investments, which act to reduce
the group’s exposure to changes in net defined benefit pension obligations arising from changes in interest rates and inflation.
The key assumptions affecting the results of the valuation are the discount rate, future inflation, mortality, the rate of members transferring
out and the average age at the time of transferring out. In order to demonstrate the sensitivity of the results to these assumptions, the actuary
has recalculated the defined benefit obligations for each scheme by varying each of these assumptions in isolation whilst leaving the other
assumptions unchanged. For example, in order to demonstrate the sensitivity of the results to the discount rate, the actuary has recalculated
the defined benefit obligations for each scheme using a discount rate that is 0.5% higher than that used for calculating the disclosed figures.
A similar approach has been taken to demonstrate the sensitivity of the results to the other key assumptions. A summary of the sensitivities
in respect of the total of the two schemes’ defined benefit obligations is set out below.
0.5% increase in:
– discount rate
0.5% increase in:
– rate of inflation
Reduce allowance for future transfers to nil
1-year increase to:
– longevity at 60
Combined impact on
schemes' liabilities
(Decrease)/
increase
£'000
(Decrease)/
increase
%
(14,966)
12,639
(9.6%)
8.1%
1,671
1.1%
7,884
5.1%
The total contributions made by the group to the 1987 Scheme during the year were £4,750,000 (2020: £2,775,000). The group has a
commitment to pay deficit-reducing contributions of £3,750,000 by 31 August 2022 and a further £2,750,000 by 31 August 2023 and each
subsequent 31 August up to and including 31 August 2026, so long as that scheme remains in deficit. The deficit funding plan will be reviewed
following the next triennial valuation, as at 31 December 2022.
The total contributions made by the group to the Laurence Keen Scheme during the year were £336,000 (2020: £336,000). The group has a
commitment to pay deficit-reducing contributions of £168,000 by 28 February each year from 2022 to 2026 (inclusive) and a further £168,000
by 31 August in each of those years, so long as that scheme remains in deficit.
30 Share capital and share premium
The following movements in share capital occurred during the year:
At 1 January 2020
Shares issued:
– to Share Incentive Plan
– to Save As You Earn scheme
– to Employee Benefit Trust
At 1 January 2021
Shares issued:
– to Share Incentive Plan
– to Save As You Earn scheme
– to Employee Benefit Trust
– to Business Combinations
– on Placing
At 31 December 2021
Number of shares
56,361,986
259,619
5,008
859,800
57,486,413
294,958
9,371
217,000
1,154,689
2,840,910
62,003,341
Exercise/issue price
Pence
Share capital
£’000
2,818
Share premium
£’000
210,939
Merger reserve
£’000
71,756
Total
£’000
285,513
1,296.0–2,110.0
1,641.0–1,648.0
5.0
1,540.0–2,055.0
1,648.0–1,977.0
5.0
1,913.4–2,484.0
1,760.0
13
–
43
2,874
15
–
11
58
142
3,100
4,070
83
–
215,092
5,253
157
–
21,858
48,666
291,026
–
–
–
71,756
–
–
–
5,209
–
76,965
4,083
83
43
289,722
5,268
157
11
27,125
48,808
371,091
The total number of issued and fully paid up ordinary shares at 31 December 2021 was 62,003,341 (2020: 57,486,413) with a par value of 5p per share.
The holders of ordinary shares are entitled to receive dividends as declared from time to time, and are entitled to one vote per share at
meetings of the company. The ordinary shareholders are entitled to any residual assets on the winding up of the company.
On 5 March 2021, the company issued 881,737 shares in respect of the Speirs & Jeffrey first earn-out consideration relating to the 2020
incentivisation award (see note 8).
On 22 June 2021, the company issued 2,840,910 shares by way of a placing for cash consideration at £17.60 per share, which raised
£48,808,000, net of £1,192,000 placing costs, offset against share premium arising on the issue.
On 22 October 2021, the company issued 272,952 shares in respect of the initial share consideration from the acquisition of Saunderson House
(see note 8). These shares are being held in own shares (see note 31) until they vest on the third anniversary of issue. As the share issuance
was in pursuance of the arrangement to acquire the shares in Saunderson House, the premium on the issuance of these shares has been
recognised within the merger reserve.
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Notes to the consolidated financial statements continued
31 Own shares
The following movements in own shares occurred during the year:
At 1 January 2020
Acquired in the year
Released on vesting
At 1 January 2021
Acquired in the year
Released on vesting
At 31 December 2021
Number of
shares
2,611,442
1,187,938
(42,010)
3,757,370
998,408
(1,131,064)
3,624,714
£’000
41,971
5,077
(304)
46,744
15,130
(25,248)
36,626
Own shares represent the cost of the company’s own shares, either purchased in the market or issued by the company, that are held by
the company or in an employee benefit trust to satisfy future awards under the group’s share-based payment schemes (note 32). A total of
2,808,994 shares were held in the Employee Benefit Trust at 31 December 2021 (2020: 2,343,738), and 542,767 shares were held by the trustees
of the Share Incentive Plan but were not unconditionally gifted to employees (2020: 407,110).
A further 272,952 (2020: nil) shares were held in nominee in respect of the initial share consideration for the acquisition of Saunderson House
(see note 30). During the year, 1,006,522 of shares previously held in nominee for the acquisition of Speirs & Jeffrey vested and were released
from own shares.
No shares were acquired through share buybacks during the year (2020: none).
32 Share-based payments
Share Incentive Plan
The group operates a Share Incentive Plan (SIP), which is available to all employees. Employees can contribute up to £150 per month to
acquire partnership shares, which are purchased or allotted in monthly accumulation periods. The group currently matches employee
contributions on a one-for-one basis to acquire matching shares.
The group also provides performance-related free shares, with eligible employees receiving shares valued at the rate of £100 per 1% real
increase in earnings per share up to a maximum of £3,600 per annum.
For UK employees, SIP dividends are reinvested and used to purchase dividend shares, whilst for Jersey employees dividends are paid
in cash.
As at 31 December 2021, the trustees of the SIP held 1,363,198 (2020: 1,240,212) ordinary shares of 5p each in Rathbones Group Plc with a
total market value of £27,046,000 (2020: £19,099,000). Of the total number of shares held by the trustees, 812,843 (2020: 406,012) have
been conditionally gifted to employees and 2,877 (2020: 1,098) remain unallocated. Dividends on the unallocated shares have been waived
by the trustees.
The group recognised a charge of £2,333,000 in relation to this scheme in 2021 (2020: £1,760,980).
Savings-related share option or Save as You Earn (SAYE) plan
Under the SAYE plan, employees can contribute up to £500 per month to acquire shares at the end of a three- or five-year savings period.
Options with an aggregate estimated fair value of £848,000, determined using a binomial valuation model including expected dividends, were
granted on 20 April 2021 to directors and staff under the SAYE plan. The inputs into the binomial model for options granted during 2021, as at
the date of issue, were as follows:
Share price (pence)
Exercise price (pence)
Expected volatility
Risk-free rate
Expected dividend yield
2021
1,812
1,365
26%
0.2%
3.9%
2020
1,380
1,085
26%
0.1%
2.8%
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Consolidated financial statements
2021
Number of
share options
–
–
4,822
7,697
31,255
2020
Number of
share options
Exercise period
309
2020
8,988
2019 and 2021
6,874
2020 and 2022
31,228
2021 and 2023
2022 and 2024
43,246
2023 and 2025 1,115,270 1,158,317
–
2024 and 2026
1,363,852 1,248,962
31 Own shares
The following movements in own shares occurred during the year:
The number of share options outstanding for the SAYE plan at the end of the year, the period in which they were granted and the dates on
which they may be exercised are given below.
Number of
shares
2,611,442
1,187,938
(42,010)
3,757,370
998,408
£’000
41,971
5,077
(304)
46,744
15,130
(1,131,064)
(25,248)
3,624,714
36,626
Year of grant
2015
2016
2017
2018
2019
2020
2021
At 31 December
Exercise price
Pence
1,641.0
1,648.0
1,899.0
1,977.0
1,813.0
1,085.0
1,365.0
Notes to the consolidated financial statements continued
At 1 January 2020
Acquired in the year
Released on vesting
At 1 January 2021
Acquired in the year
Released on vesting
At 31 December 2021
Own shares represent the cost of the company’s own shares, either purchased in the market or issued by the company, that are held by
the company or in an employee benefit trust to satisfy future awards under the group’s share-based payment schemes (note 32). A total of
2,808,994 shares were held in the Employee Benefit Trust at 31 December 2021 (2020: 2,343,738), and 542,767 shares were held by the trustees
of the Share Incentive Plan but were not unconditionally gifted to employees (2020: 407,110).
A further 272,952 (2020: nil) shares were held in nominee in respect of the initial share consideration for the acquisition of Saunderson House
(see note 30). During the year, 1,006,522 of shares previously held in nominee for the acquisition of Speirs & Jeffrey vested and were released
No shares were acquired through share buybacks during the year (2020: none).
from own shares.
32 Share-based payments
Share Incentive Plan
The group operates a Share Incentive Plan (SIP), which is available to all employees. Employees can contribute up to £150 per month to
acquire partnership shares, which are purchased or allotted in monthly accumulation periods. The group currently matches employee
contributions on a one-for-one basis to acquire matching shares.
The group also provides performance-related free shares, with eligible employees receiving shares valued at the rate of £100 per 1% real
increase in earnings per share up to a maximum of £3,600 per annum.
For UK employees, SIP dividends are reinvested and used to purchase dividend shares, whilst for Jersey employees dividends are paid
in cash.
by the trustees.
As at 31 December 2021, the trustees of the SIP held 1,363,198 (2020: 1,240,212) ordinary shares of 5p each in Rathbones Group Plc with a
total market value of £27,046,000 (2020: £19,099,000). Of the total number of shares held by the trustees, 812,843 (2020: 406,012) have
been conditionally gifted to employees and 2,877 (2020: 1,098) remain unallocated. Dividends on the unallocated shares have been waived
The group recognised a charge of £2,333,000 in relation to this scheme in 2021 (2020: £1,760,980).
Savings-related share option or Save as You Earn (SAYE) plan
Under the SAYE plan, employees can contribute up to £500 per month to acquire shares at the end of a three- or five-year savings period.
Options with an aggregate estimated fair value of £848,000, determined using a binomial valuation model including expected dividends, were
granted on 20 April 2021 to directors and staff under the SAYE plan. The inputs into the binomial model for options granted during 2021, as at
the date of issue, were as follows:
Share price (pence)
Exercise price (pence)
Expected volatility
Risk-free rate
Expected dividend yield
2021
1,812
1,365
26%
0.2%
3.9%
2020
1,380
1,085
26%
0.1%
2.8%
Movements in the number of share options outstanding for the SAYE plan were as follows:
At 1 January
Granted in the year
Forfeited or cancelled in the year
Exercised in the year
At 31 December
2021
2020
Number of
share options
1,248,962
214,027
(82,035)
(17,102)
1,363,852
Weighted
average
exercise price
Number of
share options
Pence
520,604
1,141.0
1,365.0 1,177,277
(442,665)
1,464.0
(6,254)
1,557.0
1,152.0 1,248,962
Weighted
average
exercise price
Pence
1,842.0
1,085.0
1,808.0
1,690.0
1,141.0
The weighted average share price at the dates of exercise for share options exercised during the year was £15.17 (2020: £16.85). The options
outstanding at 31 December 2021 had a weighted average contractual life of 3.0 years (2020: 3.7 years) and a weighted average exercise price of
£11.52 (2020: £11.41).
Executive Incentive Plan
Under the remuneration policy, 40% of the total award will be given in cash with the remaining 60% of the award granted in shares. The group
treats the cash element of the award as an employee benefit under IAS 19 and the share element of the award as an equity-settled share-based
payment under IFRS 2.
During the year, this award was replaced with the Executive Share Performance Plan.
The group recognised a charge of £1,473,000 in relation to the equity-settled share-based payment element of this scheme in 2021
(2020: £2,399,000).
Executive Share Performance Plan
This scheme was launched during the year to replace the Executive Incentive Plan.
Details of the general terms of this plan are set out in the remuneration committee report on pages 100 to 101.
Under the remuneration policy, 50% of the annual bonus award is paid in cash and 50% is deferred in shares. An annual restricted stock plan
award is also granted under the scheme, and payment is deferred in shares.
The group treats the cash element of the award as an employee benefit under IAS 19 and the share element of the awards as equity-settled
share-based payments under IFRS 2.
The group recognised a charge of £1,423,000 in relation to the equity-settled share-based payment element of this scheme in 2021 (2020: £nil).
Staff Equity Plan
The Staff Equity Plan is for individuals within Rathbone Investment Management and Rathbone Investment Management International.
The aim of the scheme is to promote increased equity interest in Rathbones Group Plc amongst employees.
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204,808
Notes to the consolidated financial statements continued
32 Share-based payments continued
Participants are granted awards under the plan in the form of an option with an exercise price of £nil. The option awards are subject to certain
service and performance conditions. Following the satisfaction of these performance conditions, the awards will vest (or lapse) and become
exercisable on the fifth anniversary of the grant date. The awards will be exercisable from the vesting date until the tenth anniversary of the
grant date.
The group recognised a charge of £4,327,000 in relation to this scheme in 2021 (2020: £4,327,000).
Other schemes
The group operates a number of other plans for rewarding employees. Participants are granted awards under these plans in the form of
options, which vest automatically on an anniversary of the grant date (generally between one and five years). As the intention is to settle the
options in such plans in shares, the awards are treated as equity-settled share-based payments under IFRS 2.
The group recognised total charges of £11,599,000 in relation to share-based payment transactions in 2021 (2020: £11,276,000) (see note 10).
Acquisition-related share-based payments
Details of the general terms of share-based payments associated with the acquisition of Speirs & Jeffrey and Saunderson House are set out
in note 8.
33 Financial risk management
The group has identified the financial, business and operational risks arising from its activities and has established policies and procedures to
manage these items in accordance with its risk appetite, as described in the group risk committee report on pages 86 to 89.
The group categorises its financial risks into the following primary areas:
(i)
credit risk (which includes counterparty default risk);
(ii)
liquidity risk;
(iii) market risk (which includes fair value interest rate risk, cash flow interest rate risk, foreign exchange risk and price risk); and
(iv) pension risk.
The group’s exposures to pension risk are set out in note 29.
The group’s financial risk management policies are designed to identify and analyse the financial risks that the group faces, to set appropriate
risk tolerances, limits and controls, and to monitor the financial risks and adherence to limits by means of reliable and up-to-date information
systems. The group regularly reviews its financial risk management policies and systems to reflect changes in the business, counterparties,
markets and the range of financial instruments that it utilises.
The treasury department, reporting through the banking committee, has principal responsibility for monitoring exposure to credit risk,
liquidity risk and market risk. Procedures and delegated authorities are documented in a group treasury manual and policy documents
prescribe the management and monitoring of each type of risk. The primary objective of the group’s treasury policy is to manage short term
liquidity requirements whilst maintaining an appropriate level of exposure to other financial risks in accordance with the group’s risk appetite.
(i) Credit risk
The group takes on exposure to credit risk, which is the risk that a counterparty will be unable to pay amounts in full when due, through its
banking, treasury, trust and financial planning activities. The principal source of credit risk arises from placing funds in the money market
and holding interest-bearing securities. The group also has exposure to credit risk through its client loan book and guarantees given on
clients’ behalf.
It is the group’s policy to place funds generated internally and from deposits by clients with a range of high-quality financial institutions and
the Bank of England. Investments with financial institutions are spread to avoid excessive exposure to any individual counterparty. Loans
made to clients are secured against clients’ assets that are held and managed by group companies.
Exposure to credit risk is managed through setting appropriate ratings requirements and lending limits. Limits are reviewed regularly, taking
into account the ability of borrowers and potential borrowers to meet repayment obligations.
The group categorises its exposures based on the long-term ratings awarded to counterparties by Fitch or Moody’s. Each exposure is assessed
individually, both at inception and in ongoing monitoring. In addition to formal external ratings, the banking committee also utilises market
intelligence information to assist with its ongoing monitoring.
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Consolidated financial statements
Notes to the consolidated financial statements continued
32 Share-based payments continued
Participants are granted awards under the plan in the form of an option with an exercise price of £nil. The option awards are subject to certain
service and performance conditions. Following the satisfaction of these performance conditions, the awards will vest (or lapse) and become
exercisable on the fifth anniversary of the grant date. The awards will be exercisable from the vesting date until the tenth anniversary of the
The group recognised a charge of £4,327,000 in relation to this scheme in 2021 (2020: £4,327,000).
grant date.
Other schemes
The group operates a number of other plans for rewarding employees. Participants are granted awards under these plans in the form of
options, which vest automatically on an anniversary of the grant date (generally between one and five years). As the intention is to settle the
options in such plans in shares, the awards are treated as equity-settled share-based payments under IFRS 2.
The group recognised total charges of £11,599,000 in relation to share-based payment transactions in 2021 (2020: £11,276,000) (see note 10).
Details of the general terms of share-based payments associated with the acquisition of Speirs & Jeffrey and Saunderson House are set out
Acquisition-related share-based payments
in note 8.
33 Financial risk management
The group has identified the financial, business and operational risks arising from its activities and has established policies and procedures to
manage these items in accordance with its risk appetite, as described in the group risk committee report on pages 86 to 89.
The group categorises its financial risks into the following primary areas:
(i)
credit risk (which includes counterparty default risk);
(ii)
liquidity risk;
(iv) pension risk.
(iii) market risk (which includes fair value interest rate risk, cash flow interest rate risk, foreign exchange risk and price risk); and
The group’s exposures to pension risk are set out in note 29.
The group’s financial risk management policies are designed to identify and analyse the financial risks that the group faces, to set appropriate
risk tolerances, limits and controls, and to monitor the financial risks and adherence to limits by means of reliable and up-to-date information
systems. The group regularly reviews its financial risk management policies and systems to reflect changes in the business, counterparties,
markets and the range of financial instruments that it utilises.
The treasury department, reporting through the banking committee, has principal responsibility for monitoring exposure to credit risk,
liquidity risk and market risk. Procedures and delegated authorities are documented in a group treasury manual and policy documents
prescribe the management and monitoring of each type of risk. The primary objective of the group’s treasury policy is to manage short term
liquidity requirements whilst maintaining an appropriate level of exposure to other financial risks in accordance with the group’s risk appetite.
(i) Credit risk
clients’ behalf.
The group takes on exposure to credit risk, which is the risk that a counterparty will be unable to pay amounts in full when due, through its
banking, treasury, trust and financial planning activities. The principal source of credit risk arises from placing funds in the money market
and holding interest-bearing securities. The group also has exposure to credit risk through its client loan book and guarantees given on
It is the group’s policy to place funds generated internally and from deposits by clients with a range of high-quality financial institutions and
the Bank of England. Investments with financial institutions are spread to avoid excessive exposure to any individual counterparty. Loans
made to clients are secured against clients’ assets that are held and managed by group companies.
Exposure to credit risk is managed through setting appropriate ratings requirements and lending limits. Limits are reviewed regularly, taking
into account the ability of borrowers and potential borrowers to meet repayment obligations.
The group categorises its exposures based on the long-term ratings awarded to counterparties by Fitch or Moody’s. Each exposure is assessed
individually, both at inception and in ongoing monitoring. In addition to formal external ratings, the banking committee also utilises market
intelligence information to assist with its ongoing monitoring.
The group’s financial assets are categorised as follows:
Balances with central banks (note 14)
The group has exposure to central banks through its deposits held with the Bank of England.
Loans and advances to banks (note 15) and debt and other securities (note 17)
The group has exposures to a wide range of financial institutions through its treasury portfolio, which includes bank deposits, certificates of
deposit, money market funds and treasury bills. These exposures principally arise from the placement of clients’ cash, where it is held under a
banking relationship, and the group’s own reserves.
Balances with central banks, loans and advances to banks and debt and other securities (excluding equity securities) are collectively referred
to as the group’s treasury book.
Treasury book
Balances with central banks
Loans and advances to banks − fixed deposits
Unlisted debt securities
Money market funds
Gross amount
2021
£’000
2020
£’000
1,463,377 1,803,434
10,000
651,427
99,262
2,275,031 2,564,123
30,000
761,654
20,000
The group’s policy requires that all such exposures are only taken with counterparties that have been awarded a minimum long-term rating
of single A by Fitch or equivalent rating by Moody’s. Counterparty limits are also in place to limit exposure to an individual counterparty or
connected group of counterparties. Counterparty exposures are monitored on a daily basis by the treasury department and reviewed by the
banking committee on a monthly basis, or more frequently when necessary. The banking committee may suspend dealing in a particular
counterparty, or liquidate specific holdings, in the light of adverse market information.
Loans and advances to customers (note 16)
The group provides loans to clients through its investment management operations (‘the investment management loan book’). The group is
also exposed to credit risk on overdrafts on clients’ investment management accounts, trade debtors arising from the trust, tax and financial
planning businesses (‘trust and financial planning debtors’) and other debtors.
(a) Overdrafts
Overdrafts on clients’ investment management accounts arise from time to time due to short-term timing differences between the
purchase and sale of assets on a client’s behalf. Overdrafts are actively monitored and reported to the banking committee on a
monthly basis.
(b) Investment management loan book
Loans are provided as a service to investment management clients, who are generally asset-rich but have short- to medium-term cash
requirements. Such loans are normally made on a fully secured basis against portfolios held in Rathbones’ nominee name, and some
loans may be partially secured by property. Extensions to the initial loan period may be granted subject to credit criteria.
At 31 December 2021, the total lending exposure limit for the investment management loan book was £250,000,000 (2020: £225,000,000),
of which £167,259,000 had been advanced (2020: £157,304,000) and a further £40,275,000 had been committed (2020: £39,510,000).
(c) Trust and financial planning debtors
Trust and financial planning debtors relate to fees which have been invoiced but not yet settled by clients. The collection and ageing of
trust and financial planning debtors are reviewed on a monthly basis by the management committees of the group’s trust and financial
planning businesses.
(d) Other debtors
Other loans and advances to customers relate to management fees receivable.
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Notes to the consolidated financial statements continued
33 Financial risk management continued
(i) Credit risk continued
Settlement balances
Settlement risk arises in any situation where a payment in cash or transfer of a security is made in the expectation of a corresponding delivery
of a security or receipt of cash. The majority of transactions are carried out on a delivery versus payment basis, which results in securities and
cash being exchanged within a very close timeframe. Settlement balances outside standard terms are monitored on a daily basis.
The Investment Management and Funds segments have exposure to market counterparties in the settlement of trades. Settlement balances
arising in the Investment Management segment are primarily in relation to client trades and risk of non-settlement is borne by clients.
Maximum exposure to credit risk
Credit risk relating to on-balance-sheet exposures:
Cash and balances with central banks
Settlement balances
Loans and advances to banks
Loans and advances to customers:
– overdrafts
– investment management loan book
– trust and financial planning debtors
– other debtors
Investment securities:
– unlisted debt securities and money market funds
– equity securities
Other financial assets
Credit risk relating to off-balance-sheet exposures:
Loan commitments
Financial guarantees (note 35)
2021
£’000
2020
£’000
1,463,377 1,803,434
90,373
159,430
69,750
203,589
7,021
167,980
4,194
864
781,682
2,558
102,150
6,384
157,957
1,424
557
750,795
2,569
92,386
40,275
–
39,510
–
2,843,440 3,104,819
The above table represents the group’s gross credit risk exposure at 31 December 2021 and 2020, without taking account of any associated
collateral held or other credit enhancements. For on-balance-sheet assets, the exposures set out above are based on gross carrying amounts.
Of the total maximum exposure, 13.5% is derived from loans and advances to banks and customers (2020: 10.5%) and 27.5% represents
investment securities (2020: 24.2%).
The credit risk relating to off-balance-sheet exposures for financial guarantees reflects the group’s gross potential exposure of guarantees held
on balance sheet (see note 1.21).
Impairment of financial instruments
The group’s accounting policy governing impairment of financial assets is given in note 1.12. Impairment losses on financial assets recognised
in profit or loss were as shown in the table below. The main class of asset these impairment losses have arisen against is cash and balances
held with central banks.
Impairment losses/(reversals) arising from:
– treasury book
– investment management loan book
– trust and financial planning debtors
2021
£'000
(726)
–
14
(712)
2020
£'000
577
–
5
582
174
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Consolidated financial statements
Notes to the consolidated financial statements continued
33 Financial risk management continued
(i) Credit risk continued
Settlement balances
Credit risk relating to on-balance-sheet exposures:
Maximum exposure to credit risk
Cash and balances with central banks
Settlement balances
Loans and advances to banks
Loans and advances to customers:
– overdrafts
– investment management loan book
– trust and financial planning debtors
– other debtors
Investment securities:
– equity securities
Other financial assets
– unlisted debt securities and money market funds
Credit risk relating to off-balance-sheet exposures:
Loan commitments
Financial guarantees (note 35)
Settlement risk arises in any situation where a payment in cash or transfer of a security is made in the expectation of a corresponding delivery
of a security or receipt of cash. The majority of transactions are carried out on a delivery versus payment basis, which results in securities and
cash being exchanged within a very close timeframe. Settlement balances outside standard terms are monitored on a daily basis.
The Investment Management and Funds segments have exposure to market counterparties in the settlement of trades. Settlement balances
arising in the Investment Management segment are primarily in relation to client trades and risk of non-settlement is borne by clients.
2021
£’000
2020
£’000
1,463,377 1,803,434
69,750
203,589
90,373
159,430
7,021
6,384
167,980
157,957
4,194
864
1,424
557
781,682
750,795
2,558
102,150
2,569
92,386
40,275
39,510
–
–
2,843,440 3,104,819
2021
£'000
(726)
–
14
(712)
2020
£'000
577
–
5
582
The above table represents the group’s gross credit risk exposure at 31 December 2021 and 2020, without taking account of any associated
collateral held or other credit enhancements. For on-balance-sheet assets, the exposures set out above are based on gross carrying amounts.
Of the total maximum exposure, 13.5% is derived from loans and advances to banks and customers (2020: 10.5%) and 27.5% represents
The credit risk relating to off-balance-sheet exposures for financial guarantees reflects the group’s gross potential exposure of guarantees held
The group’s accounting policy governing impairment of financial assets is given in note 1.12. Impairment losses on financial assets recognised
in profit or loss were as shown in the table below. The main class of asset these impairment losses have arisen against is cash and balances
investment securities (2020: 24.2%).
on balance sheet (see note 1.21).
Impairment of financial instruments
held with central banks.
Impairment losses/(reversals) arising from:
– treasury book
– investment management loan book
– trust and financial planning debtors
Expected credit loss assessment
At each reporting date, for both the treasury book and investment management loan book, the group assesses whether there has been a
significant increase in credit risk of exposures since initial recognition, by comparing the change in the risk of a default occurring over the
expected life of the instrument between the reporting date and the date of initial recognition. The following criteria are used to identify
significant increases in credit risk and are monitored and reviewed periodically for appropriateness by the treasury team.
Qualitative indicators
The group periodically monitors its exposures and uses a set of defined criteria to flag any counterparties that may be experiencing financial
difficulties. Such exposures are added to a watch list maintained by the treasury team, and those that are considered to have experienced
a significant increase in credit risk are classified as ‘stage 2’, on which a lifetime ECL is recognised.
Quantitative indicators
The lifetime probability of default at the reporting date is compared to the original lifetime probability of default at initial recognition and if the
difference exceeds a predefined threshold (for the current analysis this threshold is set at 50% of the value at initial recognition) the exposure
is moved to stage 2.
Probability of defaults used for identifying significant increases in credit risk for staging purposes are calculated using the same methodology
and data used for estimating probability of defaults for the purpose of measuring expected credit losses.
The ‘30 days past due’ backstop indicator has not been rebutted by the group, albeit it is not a significant driver of stage movements as the
opportunity for a counterparty to miss a payment is low due to the fact that over the life of exposure, any interest and/or principal is directly
debited from the counterparty’s investment balance and investment income, which is in turn held as collateral under the bank’s custody.
Materially all exposures in both the treasury book and investment management loan book follow a bullet repayment structure; therefore,
the exposure at any point in time reflects the outstanding balance of the instrument at that point in time.
Definition of default
The group considers an investment management loan book exposure to be in default when a client fails to respond to three sets of default
notices (every 30 days for a period of 90 days). A treasury book exposure is deemed to be in default when a payment is past due by more than
one working day (grace period).
Probability of default (PD)
The group uses a lifetime PD for each exposure, which is the probability-weighted result of considering three economic scenarios: a base case,
an upside scenario and a downside scenario. These scenarios include the forecast of the macroeconomic factors that have been identified as
relevant to the bank’s exposures, namely GDP and UK unemployment rates, which are incorporated into the estimation of lifetime PDs.
The methodology for estimating lifetime PDs and adjustments for macroeconomic scenarios used for identifying significant increases in credit
risk are as follows:
Treasury book assessment
The 12-month PD for each exposure is initially estimated as the historical 12-month PD sourced from Standard & Poor’s, by credit rating and
country of exposure. In order to estimate the PDs occurring over the lifetime of an underlying exposure, the group applies its expectations
of future progression in point in time (‘PiT’) default probabilities, which inherently revolve around expectations of future development of
macroeconomic factors relevant to treasury assets, namely UK GDP, UK unemployment rates, UK inflation and UK interest rates.
Loss given default (LGD) for treasury book assets is dependent on the nature of the counterparty and the region in which the instrument was
issued. For sovereign exposures, the group applies a flat LGD rate, which is externally sourced from Moody’s most recent sovereign default
and recovery rates research statistics, by country of issuer. For unsecured corporate exposures, a time series of historical corporate recovery
rates is sourced from Moody’s annual publication on corporate defaults and recovery rates.
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Notes to the consolidated financial statements continued
33 Financial risk management continued
(i) Credit risk continued
The following table presents an analysis of the credit quality of treasury book exposures at amortised cost and FVTPL. It indicates
whether assets measured at amortised cost were subject to a 12-month ECL or lifetime ECL allowance and, in the latter case, whether they
were credit-impaired:
2021
2020
At amortised cost
Fair value
through profit
or loss
£'000
20,000
12-month ECL
£'000
–
– 1,893,631
330,978
–
20,000 2,224,609
(110)
20,000 2,224,499
Lifetime ECL −
not credit-
impaired
£'000
–
–
–
–
–
–
Lifetime ECL −
credit-impaired
£'000
–
–
–
–
–
–
Fair value
through profit
or loss
£'000
99,262
12-month ECL
£'000
–
– 2,095,029
369,987
–
99,262 2,465,016
(836)
99,262 2,464,180
Lifetime ECL −
not credit-
impaired
£'000
–
–
–
–
–
–
Lifetime ECL −
credit-impaired
£'000
–
–
–
–
–
–
AAA
AA+ to AA-
A+ to A-
Gross carrying amounts
Loss allowance
Carrying amount
Cash and balances with
central banks
Loans and advances to banks
Unlisted debt securities
Money market funds
Carrying amount
– 1,463,294
–
–
761,654
–
20,000
–
20,000 2,224,948
–
–
–
–
–
–
–
–
–
–
– 1,802,706
9,998
–
651,427
–
99,262
–
99,262 2,464,131
–
–
–
–
–
The movement in allowance for impairment for the treasury book during the year was as follows.
Balance at 1 January 2021
Net remeasurement of loss allowance
Balance at 31 December 2021
Cash and balances with central banks
Loans and advances to banks
Unlisted debt securities
ECL provision
12-month ECL
£'000
836
(726)
110
83
–
28
110
Lifetime ECL −
not credit-
impaired
£'000
–
Lifetime ECL −
credit-impaired
£'000
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
Total ECL
£'000
836
(726)
110
83
–
28
110
As a result of the COVID-19 pandemic, in the prior year there was a material deterioration in the macroeconomic factors that served as an
input to the group’s PDs, which resulted in a significant increase to the loss allowance. In the current year, due to an improvement in the
macroeconomic inputs, and a reduction in the gross amount held with the Bank of England, against which the group holds the largest ECL
provision, the allowance has reduced and is broadly in line with pre-COVID levels.
Investment management loan book assessment
Due to the lack of historical defaults within the investment management loan book, the model uses publicly available default data for UK
secured lending as a starting point in order to obtain an initial estimate for PD. The 12-month PD is estimated as the historical long-term default
rate on lending in the UK as sourced from the Council of Mortgage Lenders (CML).
In order to estimate the PDs occurring over the lifetime of an underlying exposure, the group develops its expectations of future progression
in PiT default probabilities, which inherently revolves around expectations of future development of macroeconomic factors relevant to the
bank’s lending portfolio, namely UK GDP (‘GDP’) and UK unemployment rates (UR).
In order to develop and apply such forward-looking expectations, a historical relationship between PD, GDP and UR is estimated statistically
through a multi-factor regression analysis of past movements between these variables. The relationship resulting from this analysis reflects
the relative quantitative behaviour of the regressed macroeconomic factors against PD.
176
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Rathbones Group Plc Report and accounts 2021
Consolidated financial statements
Notes to the consolidated financial statements continued
33 Financial risk management continued
(i) Credit risk continued
The following table presents an analysis of the credit quality of treasury book exposures at amortised cost and FVTPL. It indicates
whether assets measured at amortised cost were subject to a 12-month ECL or lifetime ECL allowance and, in the latter case, whether they
were credit-impaired:
2021
Lifetime ECL −
At amortised cost
12-month ECL
impaired
credit-impaired
12-month ECL
impaired
credit-impaired
not credit-
Lifetime ECL −
through profit
not credit-
Lifetime ECL −
£'000
£'000
£'000
£'000
Lifetime ECL −
Fair value
through profit
or loss
£'000
20,000
£'000
–
– 1,893,631
–
330,978
AAA
AA+ to AA-
A+ to A-
Gross carrying amounts
20,000 2,224,609
Loss allowance
Carrying amount
(110)
20,000 2,224,499
Cash and balances with
central banks
Loans and advances to banks
Unlisted debt securities
Money market funds
Carrying amount
– 1,463,294
–
–
20,000
761,654
–
–
20,000 2,224,948
–
–
–
–
–
–
–
–
–
–
–
Balance at 1 January 2021
Net remeasurement of loss allowance
Balance at 31 December 2021
Cash and balances with central banks
Loans and advances to banks
Unlisted debt securities
ECL provision
2020
£'000
–
Fair value
or loss
£'000
99,262
– 2,095,029
–
369,987
99,262 2,465,016
(836)
99,262 2,464,180
– 1,802,706
–
–
9,998
651,427
99,262
–
99,262 2,464,131
–
–
–
–
–
–
–
–
–
–
–
£'000
836
(726)
110
83
–
28
110
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
£'000
836
(726)
110
83
–
28
110
12-month ECL
impaired
credit-impaired
Total ECL
Lifetime ECL −
not credit-
Lifetime ECL −
£'000
£'000
As a result of the COVID-19 pandemic, in the prior year there was a material deterioration in the macroeconomic factors that served as an
input to the group’s PDs, which resulted in a significant increase to the loss allowance. In the current year, due to an improvement in the
macroeconomic inputs, and a reduction in the gross amount held with the Bank of England, against which the group holds the largest ECL
provision, the allowance has reduced and is broadly in line with pre-COVID levels.
Investment management loan book assessment
Due to the lack of historical defaults within the investment management loan book, the model uses publicly available default data for UK
secured lending as a starting point in order to obtain an initial estimate for PD. The 12-month PD is estimated as the historical long-term default
rate on lending in the UK as sourced from the Council of Mortgage Lenders (CML).
In order to estimate the PDs occurring over the lifetime of an underlying exposure, the group develops its expectations of future progression
in PiT default probabilities, which inherently revolves around expectations of future development of macroeconomic factors relevant to the
bank’s lending portfolio, namely UK GDP (‘GDP’) and UK unemployment rates (UR).
In order to develop and apply such forward-looking expectations, a historical relationship between PD, GDP and UR is estimated statistically
through a multi-factor regression analysis of past movements between these variables. The relationship resulting from this analysis reflects
the relative quantitative behaviour of the regressed macroeconomic factors against PD.
Using the calculated 12-month PiT PD as a starting point, conditional PDs for each future period within the period of exposure are estimated
by applying the GDP and UR coefficients to the group’s forecasts of UK GDP and UK UR respectively, as sourced from International Monetary
Fund (IMF) forecast data. This analysis forms the base case scenario for estimating lifetime PDs. The same methodology is applied for separate
upside and downside scenarios as required by the standard.
The following table presents an analysis of the credit quality of investment management loan book exposures at amortised cost. It indicates
whether assets measured at amortised cost were subject to a 12-month ECL or lifetime ECL allowance and, in the latter case, whether they
were credit-impaired.
Very low
Low
Medium
High
Gross carrying amounts
Loss allowance
Carrying amount
2021
Lifetime ECL −
not credit-
impaired
£'000
–
–
–
–
–
–
At amortised cost
Lifetime ECL −
credit-impaired
£'000
–
–
–
–
–
–
–
12-month ECL
£'000
29,931
103,626
20,146
3,917
157,620
–
157,620
2020
Lifetime ECL −
not credit-
impaired
£'000
–
–
–
337
337
–
337
Lifetime ECL −
credit-impaired
£'000
–
–
–
–
–
–
–
12-month ECL
£'000
30,250
116,646
18,174
2,911
167,981
–
167,981
The movement in allowance for impairment of the investment management loan book during the year was as follows.
The movement in allowance for impairment for the treasury book during the year was as follows.
Balance at 1 January 2021 and 31 December 2021
Trust and financial planning debtors assessment
12-month ECL
£'000
–
Lifetime ECL −
not credit-
impaired
£'000
–
Lifetime ECL −
credit-impaired
£'000
–
Total ECL
£'000
–
The group uses a provision matrix to measure the ECLs of trust and financial planning debtors, which comprise a large number of small
balances. For such debts, a normal settlement period of up to 30 days is expected.
The following table provides information about the exposure to credit risk and ECLs for trust and financial planning debtors as at
31 December 2021:
Rathbone Trust Company
Rathbone Trust & Legal Services
Rathbone Financial Planning
Saunderson House
Gross carrying amounts
Loss allowance
Carrying amount
Rathbone Trust Company
<90 days overdue
90-180 days overdue
180-270 days overdue
270-365 days overdue
>365 days overdue
2021
£’000
1,451
315
311
2,131
4,208
(235)
3,973
Weighted
average loss rate
£'000
0.3%
1.5%
2.7%
4.5%
23.9%
Gross carrying
amount
£'000
1,133
90
93
27
108
1,451
Loss allowance
Not credit
impaired
£'000
(4)
(1)
(2)
(1)
(7)
(15)
Credit impaired
£'000
–
(84)
–
(1)
–
(85)
2020
£’000
814
324
287
–
1,425
(102)
1,323
Total
£'000
(4)
(85)
(2)
(2)
(7)
(100)
176
Rathbones Group Plc Report and accounts 2021
rathbones.com
rathbones.com
177
177
Notes to the consolidated financial statements continued
33 Financial risk management continued
(i) Credit risk continued
Rathbone Trust & Legal Services
<90 days overdue
90-180 days overdue
180-270 days overdue
270-365 days overdue
>365 days overdue
Saunderson House
<90 days overdue
90-180 days overdue
180-270 days overdue
270-365 days overdue
>365 days overdue
Weighted
average loss rate
£'000
0.8%
3.9%
7.0%
12.7%
12.3%
Weighted
average loss rate
£'000
0.0%
30.8%
58.0%
76.5%
41.5%
Gross carrying
amount
£'000
223
25
38
2
27
315
Gross carrying
amount
£'000
1,867
112
44
44
64
2,131
Not credit-
impaired
£'000
(3)
(1)
(3)
–
(3)
(10)
Loss allowance
Credit-impaired
£'000
–
–
–
–
(4)
(4)
Not credit-
impaired
£'000
–
(37)
(21)
(46)
(17)
(121)
Loss allowance
Credit-impaired
£'000
–
–
–
–
–
–
The movement in allowance for impairment in respect of trust and financial planning debtors during the year is set out below.
Movement in impairment provision during the year
At 1 January
Amounts written off
Credit to profit or loss
Recognised on acquisition (note 8)
At 31 December 2021
Concentration of credit risk
Total
£'000
(3)
(1)
(3)
–
(7)
(14)
Total
£'000
–
(37)
(21)
(46)
(17)
(121)
Trust and
financial
planning
debtors
£’000
102
(19)
14
138
235
The group has counterparty credit risk within its financial assets in that exposure is to a number of similar credit institutions. The banking
committee actively monitors counterparties and may reduce risk by either suspending dealing or liquidating investments in light of adverse
market information, for example in anticipation of or in response to any formal Fitch or Moody’s rating downgrade. This may happen in
relation to specific banks or banks within a particular country or sector.
178
178
Rathbones Group Plc Report and accounts 2021
Rathbones Group Plc Report and accounts 2021
Consolidated financial statements
Notes to the consolidated financial statements continued
Rathbone Trust & Legal Services
<90 days overdue
90-180 days overdue
180-270 days overdue
270-365 days overdue
>365 days overdue
Saunderson House
<90 days overdue
90-180 days overdue
180-270 days overdue
270-365 days overdue
>365 days overdue
Movement in impairment provision during the year
At 1 January
Amounts written off
Credit to profit or loss
Recognised on acquisition (note 8)
At 31 December 2021
Concentration of credit risk
Weighted
Gross carrying
Not credit-
average loss rate
Loss allowance
impaired
Credit-impaired
£'000
£'000
£'000
0.8%
3.9%
7.0%
12.7%
12.3%
£'000
0.0%
30.8%
58.0%
76.5%
41.5%
amount
£'000
223
25
38
2
27
315
amount
£'000
1,867
112
44
44
64
(3)
(1)
(3)
–
(3)
(10)
£'000
–
(37)
(21)
(46)
(17)
Weighted
Gross carrying
Not credit-
average loss rate
impaired
Credit-impaired
Loss allowance
£'000
(4)
(4)
–
–
–
–
–
–
–
–
–
–
Total
£'000
(3)
(1)
(3)
–
(7)
(14)
Total
£'000
–
(37)
(21)
(46)
(17)
(121)
Trust and
financial
planning
debtors
£’000
102
(19)
14
138
235
The movement in allowance for impairment in respect of trust and financial planning debtors during the year is set out below.
2,131
(121)
The group has counterparty credit risk within its financial assets in that exposure is to a number of similar credit institutions. The banking
committee actively monitors counterparties and may reduce risk by either suspending dealing or liquidating investments in light of adverse
market information, for example in anticipation of or in response to any formal Fitch or Moody’s rating downgrade. This may happen in
relation to specific banks or banks within a particular country or sector.
33 Financial risk management continued
(i) Credit risk continued
(a) Geographical sectors
The following table analyses the group’s credit exposures, at their carrying amounts, by geographical region as at the balance sheet date.
In this analysis, exposures are categorised based on the country of domicile of the counterparty.
At 31 December 2021
Cash and balances with central banks
Settlement balances
Loans and advances to banks
Loans and advances to customers:
– overdrafts
– investment management loan book
– trust and financial planning debtors
– other debtors
Investment securities:
– equity securities
– unlisted debt securities and money market funds
Other financial assets
At 31 December 2020
Cash and balances with central banks
Settlement balances
Loans and advances to banks
Loans and advances to customers:
– overdrafts
– investment management loan book
– trust and financial planning debtors
– other debtors
Investment securities:
– equity securities
– unlisted debt securities and money market funds
– Other financial assets
United
Kingdom
£’000
1,463,294
66,605
201,775
6,245
145,501
3,973
864
Eurozone
£’000
–
1,158
–
95
259
–
–
Rest of
the World
£’000
Total
£’000
– 1,463,294
69,750
203,589
1,987
1,814
682
22,221
–
–
7,022
167,981
3,973
864
–
161,069
96,558
2,145,884
2,558
224,988
567
229,625
–
395,597
697
2,558
781,654
97,822
422,998 2,798,507
United
Kingdom
£’000
1,802,706
83,747
157,618
5,633
139,068
1,323
557
Eurozone
£’000
–
1,323
–
25
310
–
–
Rest of
the World
£’000
5,303
1,812
Total
£’000
– 1,802,706
90,373
159,430
726
18,579
–
–
6,384
157,957
1,323
557
–
219,909
85,450
2,496,011
2,569
209,204
1,004
214,435
–
321,576
1,998
2,569
750,689
88,452
349,994 3,060,440
At 31 December 2021, materially all eurozone exposures were to counterparties based in the Netherlands, France, Finland, Ireland
and Luxembourg (2020: Netherlands, France, Finland, Ireland and Luxembourg) and materially all rest of the world exposures were to
counterparties based in Switzerland, Sweden, Norway, Canada and Australia (2020: Switzerland, Sweden, Norway, Canada and Australia).
At 31 December 2021, the group had no exposure to sovereign debt (2020: none).
178
Rathbones Group Plc Report and accounts 2021
rathbones.com
rathbones.com
179
179
Notes to the consolidated financial statements continued
33 Financial risk management continued
(i) Credit risk continued
(b) Industry sectors
The group’s credit exposures at the balance sheet date, analysed by the primary industry sectors in which our counterparties
operate, were:
At 31 December 2021
Cash and balances with central banks
Settlement balances
Loans and advances to banks
Loans and advances to customers:
– overdrafts
– investment management loan book
– trust and financial planning debtors
– other debtors
Investment securities:
– equity securities
– unlisted debt securities and money market funds
Other financial assets
At 31 December 2020
Cash and balances with central banks
Settlement balances
Loans and advances to banks
Loans and advances to customers:
– overdrafts
– investment management loan book
– trust and financial planning debtors
– other debtors
Investment securities:
– equity securities
– unlisted debt securities and money market funds
Other financial assets
Public sector
£’000
1,463,294
–
–
Financial
institutions
£’000
–
69,750
203,589
Clients
and other
corporates
£’000
Total
£’000
– 1,463,294
69,750
–
203,589
–
–
–
–
–
–
–
–
–
7,022
167,981
3,973
864
7,022
167,981
3,973
864
–
–
165
2,558
781,654
2,309
1,463,459 1,059,860
–
–
95,348
2,558
781,654
97,822
275,188 2,798,507
Public sector
£’000
1,802,706
–
–
Financial
institutions
£’000
–
90,373
159,430
Clients
and other
corporates
£’000
Total
£’000
– 1,802,706
90,373
–
159,430
–
–
–
–
–
–
–
–
–
6,384
157,957
1,323
557
6,384
157,957
1,323
557
–
–
75
2,569
750,689
3,048
1,802,781 1,006,109
–
–
85,329
2,569
750,689
88,452
251,550 3,060,440
(ii) Liquidity risk
Liquidity risk is the risk that the group will encounter difficulty in meeting obligations associated with financial liabilities that are settled by
delivering cash or another financial asset.
The primary objective of the group’s treasury policy is to manage short- to medium-term liquidity requirements. In addition to setting the
treasury policy, Rathbone Investment Management (‘the Bank’) performs an annual assessment of liquidity adequacy in accordance with the
regulatory requirements of the Prudential Regulation Authority (PRA) (our Internal Liquidity Adequacy Assessment Process). The Bank faces
two principal risks, namely that a significant proportion of client funds are withdrawn over a short period of time (retail funding risk) and the
risk that marketable assets may not be capable of being realised in the time and at the value required (marketable assets risk).
Funding risks are monitored by daily cash mismatch analyses and CRR ratios using expected cash and asset maturity profiles and regular
forecasting work. This is supported by stress tests which cover firm-specific idiosyncratic scenarios and/or the effects of unforeseen market-
wide stresses. Marketable assets risk is primarily managed by holding cash and marketable instruments which are realisable at short notice.
The group operates strict criteria to ensure that investments are liquid and placed with high-quality counterparties. A minimum liquid assets
buffer (to be held in eligible liquid assets) is set by the board at least annually in conjunction with an amount prescribed by the PRA.
180
180
Rathbones Group Plc Report and accounts 2021
Rathbones Group Plc Report and accounts 2021
Consolidated financial statements
Notes to the consolidated financial statements continued
(i) Credit risk continued
(b) Industry sectors
operate, were:
The group’s credit exposures at the balance sheet date, analysed by the primary industry sectors in which our counterparties
At 31 December 2021
Cash and balances with central banks
Settlement balances
Loans and advances to banks
Loans and advances to customers:
– overdrafts
– investment management loan book
– trust and financial planning debtors
– other debtors
Investment securities:
– equity securities
Other financial assets
– unlisted debt securities and money market funds
At 31 December 2020
Cash and balances with central banks
Settlement balances
Loans and advances to banks
Loans and advances to customers:
– overdrafts
– investment management loan book
– trust and financial planning debtors
– other debtors
Investment securities:
– equity securities
Other financial assets
– unlisted debt securities and money market funds
165
2,309
95,348
1,463,459 1,059,860
275,188 2,798,507
Public sector
£’000
1,463,294
Financial
institutions
£’000
69,750
203,589
Clients
and other
corporates
£’000
Total
£’000
– 1,463,294
69,750
203,589
–
–
–
–
–
–
–
–
–
–
2,558
781,654
Financial
institutions
£’000
90,373
159,430
–
–
–
–
7,022
7,022
167,981
167,981
3,973
864
3,973
864
2,558
781,654
97,822
Clients
and other
corporates
£’000
Total
£’000
– 1,802,706
–
–
90,373
159,430
6,384
6,384
157,957
157,957
1,323
557
1,323
557
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
2,569
750,689
–
–
2,569
750,689
88,452
75
3,048
85,329
1,802,781 1,006,109
251,550 3,060,440
Public sector
£’000
1,802,706
(ii) Liquidity risk
delivering cash or another financial asset.
Liquidity risk is the risk that the group will encounter difficulty in meeting obligations associated with financial liabilities that are settled by
The primary objective of the group’s treasury policy is to manage short- to medium-term liquidity requirements. In addition to setting the
treasury policy, Rathbone Investment Management (‘the Bank’) performs an annual assessment of liquidity adequacy in accordance with the
regulatory requirements of the Prudential Regulation Authority (PRA) (our Internal Liquidity Adequacy Assessment Process). The Bank faces
two principal risks, namely that a significant proportion of client funds are withdrawn over a short period of time (retail funding risk) and the
risk that marketable assets may not be capable of being realised in the time and at the value required (marketable assets risk).
Funding risks are monitored by daily cash mismatch analyses and CRR ratios using expected cash and asset maturity profiles and regular
forecasting work. This is supported by stress tests which cover firm-specific idiosyncratic scenarios and/or the effects of unforeseen market-
wide stresses. Marketable assets risk is primarily managed by holding cash and marketable instruments which are realisable at short notice.
The group operates strict criteria to ensure that investments are liquid and placed with high-quality counterparties. A minimum liquid assets
buffer (to be held in eligible liquid assets) is set by the board at least annually in conjunction with an amount prescribed by the PRA.
33 Financial risk management continued
Non-derivative cash flows
The table below presents the undiscounted cash flows receivable and payable by the group under non-derivative financial assets and
liabilities analysed by the remaining contractual maturities at the balance sheet date.
At 31 December 2021
Cash and balances with central banks
Settlement balances
Loans and advances to banks
Loans and advances to customers
Debt securities and money market funds
Equity securities
Other financial assets
Cash flows arising from financial assets
Deposits by banks
Settlement balances
Due to customers
Subordinated loan notes
Other financial liabilities
Cash flows arising from financial
liabilities
Net liquidity gap
Cumulative net liquidity gap
At 31 December 2020
Cash and balances with central banks
Settlement balances
Loans and advances to banks
Loans and advances to customers
Debt securities and money market funds
Equity securities
Other financial assets
Cash flows arising from financial assets
Deposits by banks
Settlement balances
Due to customers
Subordinated loan notes
Other financial liabilities
Cash flows arising from financial
liabilities
Net liquidity gap
Cumulative net liquidity gap
On demand
£’000
1,460,000
–
173,593
8,199
20,000
2,558
33
1,664,383
2,212
–
2,205,978
–
889
Not more than
3 months
£’000
165
69,750
–
4,426
218,436
–
95,877
388,654
–
60,075
122,787
–
52,671
After 3 months
but not more
than 1 year
£’000
3,376
–
30,011
2,660
530,172
–
803
567,022
After 1 year but
not more than
5 years
£’000
–
–
–
180,648
15,119
–
3,531
199,298
–
–
4,246
2,257
22,321
–
–
–
49,027
70,269
After 5 years
£’000
–
–
–
–
–
–
804
804
–
–
–
–
43,089
No fixed
maturity date
£’000
Total
£’000
– 1,463,541
69,750
–
203,604
–
195,933
–
783,727
–
2,558
–
–
101,048
– 2,820,161
2,212
–
–
60,075
– 2,333,011
51,284
–
189,239
–
2,209,079
(544,696)
(544,696)
235,533
153,121
(391,575)
28,824
538,198
146,623
119,296
80,002
226,625
43,089
(42,285)
184,340
– 2,635,821
184,340
–
184,340
On demand
£’000
1,798,000
–
149,441
7,185
99,274
2,569
52
2,056,521
893
–
2,453,676
–
1,478
Not more than
3 months
£’000
75
90,373
10,115
3,538
216,041
–
84,033
404,175
–
95,412
106,706
453
57,914
After 3 months
but not more
than 1 year
£’000
5,434
–
–
120
438,845
–
1,435
445,834
After 1 year but
not more than
5 years
£’000
–
–
–
172,915
–
–
3,493
176,408
–
–
1,392
20,453
8,088
–
–
–
–
62,313
After 5 years
£’000
–
–
–
–
–
–
804
804
–
–
–
–
52,621
No fixed
maturity date
£’000
Total
£’000
– 1,803,509
90,373
–
159,556
–
183,758
–
754,160
–
–
2,569
–
89,817
– 3,083,742
893
–
–
95,412
– 2,561,774
20,906
–
182,414
–
2,456,047
(399,526)
(399,526)
260,485
143,690
(255,836)
29,933
415,901
160,065
62,313
114,095
274,160
52,621
(51,817)
222,343
– 2,861,399
222,343
–
222,343
180
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181
181
Notes to the consolidated financial statements continued
33 Financial risk management continued
(ii) Liquidity risk continued
Liabilities which do not have a contractual maturity date are categorised as ‘on demand’. Included within the amounts due to customers on
demand are balances which historical experience shows are unlikely to be called in the short term. A prudent level of highly liquid assets is
retained to cover reasonably foreseeable short-term changes in client deposits. All debt securities are readily marketable and can be realised
through disposals.
The group holds £7,376,000 of equity investments (2020: £5,728,000) which are subject to liquidity risk but are not included in the table above.
These assets are held as fair value through profit or loss securities and have no fixed maturity date; cash flows arise from receipt of dividends
or through sale of the assets.
(iii) Market risk
Off-balance-sheet items
Cash flows arising from the group’s off-balance-sheet financial liabilities (note 35) are summarised in the table below.
The contractual value of the group’s commitments to extend credit to clients and maximum potential value of financial guarantees are
analysed by the duration of the commitment. Future minimum lease payments under non-cancellable operating leases are reported by
their contractual payment dates. Capital commitments are summarised by the earliest expected date of payment.
At 31 December 2021
Loan commitments
Financial guarantees
Capital commitments
Total off-balance-sheet items
At 31 December 2020
Loan commitments
Financial guarantees
Capital commitments
Total off-balance-sheet items
Total liquidity requirement
At 31 December 2021
Cash flows arising from financial liabilities
Total off-balance-sheet items
Total liquidity requirement
At 31 December 2020
Cash flows arising from financial liabilities
Total off-balance-sheet items
Total liquidity requirement
Not more than
3 months
£’000
40,275
–
988
41,263
After 3 months
but not more
than 1 year
£’000
–
–
–
–
After 1 year but
not more than
5 years
£’000
–
–
–
–
Not more than
3 months
£’000
39,510
–
26
39,536
After 3 months
but not more
than 1 year
£’000
–
–
–
–
After 1 year but
not more than
5 years
£’000
–
–
–
–
After 5 years
£’000
–
–
–
–
After 5 years
£’000
–
–
–
–
Total
£’000
40,275
–
988
41,263
Total
£’000
39,510
–
26
39,536
On demand
£’000
2,209,079
–
2,209,079
On demand
£’000
2,456,047
–
2,456,047
Not more than
3 months
£’000
235,533
41,263
276,796
After 3 months
but not more
than 1 year
£’000
28,824
–
28,824
After 1 year but
not more than
5 years
£’000
119,296
–
119,296
Not more than
3 months
£’000
260,485
39,536
300,021
After 3 months
but not more
than 1 year
£’000
29,933
–
29,933
After 1 year but
not more than
5 years
£’000
62,313
–
62,313
After 5 years
£’000
Total
£’000
43,089 2,635,821
41,263
43,089 2,677,084
–
After 5 years
£’000
Total
£’000
52,621 2,861,399
39,536
52,621 2,900,935
–
182
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Rathbones Group Plc Report and accounts 2021
Consolidated financial statements
Notes to the consolidated financial statements continued
33 Financial risk management continued
(ii) Liquidity risk continued
Liabilities which do not have a contractual maturity date are categorised as ‘on demand’. Included within the amounts due to customers on
demand are balances which historical experience shows are unlikely to be called in the short term. A prudent level of highly liquid assets is
retained to cover reasonably foreseeable short-term changes in client deposits. All debt securities are readily marketable and can be realised
The group holds £7,376,000 of equity investments (2020: £5,728,000) which are subject to liquidity risk but are not included in the table above.
These assets are held as fair value through profit or loss securities and have no fixed maturity date; cash flows arise from receipt of dividends
through disposals.
or through sale of the assets.
(iii) Market risk
Off-balance-sheet items
Cash flows arising from the group’s off-balance-sheet financial liabilities (note 35) are summarised in the table below.
The contractual value of the group’s commitments to extend credit to clients and maximum potential value of financial guarantees are
analysed by the duration of the commitment. Future minimum lease payments under non-cancellable operating leases are reported by
their contractual payment dates. Capital commitments are summarised by the earliest expected date of payment.
At 31 December 2021
Loan commitments
Financial guarantees
Capital commitments
Total off-balance-sheet items
At 31 December 2020
Loan commitments
Financial guarantees
Capital commitments
Total off-balance-sheet items
Total liquidity requirement
At 31 December 2021
Cash flows arising from financial liabilities
Total off-balance-sheet items
Total liquidity requirement
At 31 December 2020
Cash flows arising from financial liabilities
Total off-balance-sheet items
Total liquidity requirement
Not more than
but not more
not more than
After 3 months
After 1 year but
than 1 year
£’000
5 years
£’000
After 5 years
£’000
Not more than
but not more
not more than
After 3 months
After 1 year but
than 1 year
£’000
5 years
£’000
After 5 years
£’000
40,275
Total
£’000
–
988
41,263
Total
£’000
39,510
–
26
39,536
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
3 months
£’000
40,275
–
988
41,263
3 months
£’000
39,510
–
26
39,536
Not more than
but not more
not more than
After 3 months
After 1 year but
On demand
£’000
2,209,079
2,209,079
3 months
£’000
235,533
41,263
276,796
than 1 year
£’000
28,824
5 years
£’000
After 5 years
£’000
Total
£’000
119,296
43,089 2,635,821
–
–
41,263
28,824
119,296
43,089 2,677,084
Not more than
but not more
not more than
After 3 months
After 1 year but
On demand
£’000
2,456,047
3 months
£’000
260,485
39,536
than 1 year
£’000
29,933
5 years
£’000
After 5 years
£’000
Total
£’000
62,313
52,621 2,861,399
–
–
39,536
2,456,047
300,021
29,933
62,313
52,621 2,900,935
–
–
–
–
–
–
–
–
–
–
–
–
Interest rate risk
Cash flow interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest
rates. Fair value interest rate risk is the risk that the value of a financial instrument will fluctuate because of changes in market interest rates.
The group’s principal exposure to cash flow interest rate risk arises from the mismatch between the repricing of its financial assets and
liabilities. In particular, customer accounts and loan balances are repriced very shortly after changes in base rates, whereas the yield on
the group’s interest-bearing assets is correlated to the future expectation of base rates and varies depending on the maturity profile of
the group’s treasury portfolio. The average maturity mismatch is controlled by the banking committee, which generally lengthens the
mismatch when the yield curve is rising and shortens it when the yield curve is falling.
The table below shows the consolidated repricing profile of the group’s financial assets and liabilities, stated at their carrying amounts,
categorised by the earlier of contractual repricing or maturity dates.
At 31 December 2021
Assets
Cash and balances with central banks
Settlement balances
Loans and advances to banks
Loans and advances to customers
Investment securities:
– equity securities
– unlisted debt securities and
money market funds
Other financial assets
Total financial assets
Liabilities
Deposits by banks
Settlement balances
Due to customers
Subordinated loan notes
Other financial liabilities
Total financial liabilities
Interest rate repricing gap
Not more than
3 months
£’000
After 3 months
but not more
than 6 months
£’000
After 6 months
but not more
than 1 year
£’000
After 1 year but
not more than
5 years
£’000
After 5 years
£’000
Non-interest-
bearing
£’000
Total
£’000
1,459,919
–
173,417
174,401
–
–
30,000
–
2,558
–
–
–
–
–
–
–
–
–
–
–
238,225
579
2,049,099
223,453
–
253,453
304,981
–
304,981
14,995
–
14,995
2,212
–
2,268,108
–
–
2,270,320
(221,221)
–
–
4,243
–
–
4,243
249,210
–
–
–
–
–
–
304,981
–
–
–
39,893
–
39,893
(24,898)
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
3,375 1,463,294
69,750
203,589
179,840
69,750
172
5,439
7,376
9,934
–
97,243
781,654
97,822
183,355 2,805,883
2,212
–
60,075
60,075
60,660 2,333,011
39,893
–
168,794
168,794
289,529 2,603,985
201,898
(106,174)
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183
183
Notes to the consolidated financial statements continued
33 Financial risk management continued
(iii) Market risk continued
At 31 December 2020
Assets
Cash and balances with central banks
Settlement balances
Loans and advances to banks
Loans and advances to customers
Investment securities:
– equity securities
– unlisted debt securities and money
market funds
Other financial assets
Total financial assets
Liabilities
Deposits by banks
Settlement balances
Due to customers
Subordinated loan notes
Other financial liabilities
Total financial liabilities
Interest rate repricing gap
Not more than
3 months
£’000
After 3 months
but not more
than 6 months
£’000
After 6 months
but not more
than 1 year
£’000
After 1 year
but not more
than 5 years
£’000
After 5 years
£’000
Non-interest-
bearing
£’000
Total
£’000
1,797,275
–
159,180
163,879
2,569
–
–
–
–
–
–
–
–
–
–
313,840
574
2,437,317
206,930
–
206,930
229,919
–
229,919
893
–
2,510,762
–
–
2,511,655
(74,338)
–
–
1,391
–
–
1,391
205,539
–
–
–
19,768
–
19,768
210,151
–
–
–
410
–
–
–
410
–
–
–
–
–
–
410
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
5,431 1,802,706
90,373
159,430
166,221
90,373
250
1,932
5,728
8,297
–
87,878
750,689
88,452
191,592 3,066,168
893
–
95,412
95,412
49,614 2,561,767
19,768
–
135,548
135,548
280,574 2,813,388
252,780
(88,982)
The banking committee has set an overall pre-tax interest rate exposure limit of £8,000,000 (2020: £8,000,000) for the total potential
profit or loss resulting from an unexpected immediate and sustained 2% movement in sterling interest rates for the Bank, the principal
operating subsidiary. The potential total profit or loss is calculated on the basis of the average number of days to repricing of the interest-
bearing liabilities compared with the period to repricing on a corresponding amount of interest-bearing assets.
At 31 December 2021, the Bank had a net present value sensitivity of £5,442,000 (2020: £4,756,000) for an upward 2% shift in rates. The group
held no forward rate agreements at 31 December 2021 (2020: none).
Foreign exchange risk
The group is exposed to translational foreign exchange risk as it undertakes transactions in foreign currencies and is therefore exposed to
foreign exchange rate fluctuations. The group monitors its currency exposures that arise in the ordinary course of business on a daily basis
and significant exposures are managed through the use of spot contracts, from time to time, so as to reduce any currency exposure to a
minimal amount. The group has no structural foreign currency exposure.
The group does not have any material exposure to transactional foreign exchange risk. The table below summarises the group’s exposure to
foreign currency translation risk at 31 December 2021. Included in the table are the group’s financial assets and liabilities, at carrying amounts,
categorised by currency.
184
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Consolidated financial statements
Notes to the consolidated financial statements continued
33 Financial risk management continued
(iii) Market risk continued
Cash and balances with central banks
1,797,275
At 31 December 2020
Assets
Settlement balances
Loans and advances to banks
Loans and advances to customers
– unlisted debt securities and money
Investment securities:
– equity securities
market funds
Other financial assets
Total financial assets
Liabilities
Deposits by banks
Settlement balances
Due to customers
Subordinated loan notes
Other financial liabilities
Total financial liabilities
Interest rate repricing gap
After 3 months
After 6 months
Not more than
but not more
3 months
than 6 months
£’000
£’000
but not more
than 1 year
£’000
After 1 year
but not more
than 5 years
£’000
After 5 years
£’000
Non-interest-
bearing
£’000
Total
£’000
313,840
206,930
229,919
2,437,317
206,930
229,919
410
–
159,180
163,879
2,569
574
893
–
–
–
–
–
–
–
–
–
–
–
–
–
2,510,762
1,391
19,768
2,511,655
1,391
19,768
–
–
–
–
–
–
–
–
–
–
410
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
5,431 1,802,706
90,373
250
1,932
90,373
159,430
166,221
5,728
8,297
–
750,689
87,878
88,452
191,592 3,066,168
–
–
95,412
49,614 2,561,767
893
95,412
19,768
135,548
135,548
280,574 2,813,388
(74,338)
205,539
210,151
410
–
(88,982)
252,780
The banking committee has set an overall pre-tax interest rate exposure limit of £8,000,000 (2020: £8,000,000) for the total potential
profit or loss resulting from an unexpected immediate and sustained 2% movement in sterling interest rates for the Bank, the principal
operating subsidiary. The potential total profit or loss is calculated on the basis of the average number of days to repricing of the interest-
bearing liabilities compared with the period to repricing on a corresponding amount of interest-bearing assets.
At 31 December 2021, the Bank had a net present value sensitivity of £5,442,000 (2020: £4,756,000) for an upward 2% shift in rates. The group
held no forward rate agreements at 31 December 2021 (2020: none).
Foreign exchange risk
The group is exposed to translational foreign exchange risk as it undertakes transactions in foreign currencies and is therefore exposed to
foreign exchange rate fluctuations. The group monitors its currency exposures that arise in the ordinary course of business on a daily basis
and significant exposures are managed through the use of spot contracts, from time to time, so as to reduce any currency exposure to a
minimal amount. The group has no structural foreign currency exposure.
The group does not have any material exposure to transactional foreign exchange risk. The table below summarises the group’s exposure to
foreign currency translation risk at 31 December 2021. Included in the table are the group’s financial assets and liabilities, at carrying amounts,
categorised by currency.
At 31 December 2021
Assets
Cash and balances with central banks
Settlement balances
Loans and advances to banks
Loans and advances to customers
Investment securities:
– equity securities
– unlisted debt securities and money market funds
Other financial assets
Total financial assets
Liabilities
Deposits by banks
Settlement balances
Due to customers
Subordinated loan notes
Other financial liabilities
Total financial liabilities
Net on-balance-sheet position
Loan commitments
At 31 December 2020
Assets
Cash and balances with central banks
Settlement balances
Loans and advances to banks
Loans and advances to customers
Investment securities:
– equity securities
– unlisted debt securities and money market funds
Other financial assets
Total financial assets
Liabilities
Deposits by banks
Settlement balances
Due to customers
Subordinated loan notes
Other financial liabilities
Total financial liabilities
Net on-balance-sheet position
Loan commitments
Sterling
£’000
US dollar
£’000
Euro
£’000
Other
£’000
Total
£’000
1,463,294
67,110
143,377
171,258
7,376
729,973
97,518
2,679,906
2,212
57,419
2,214,268
39,893
168,534
2,482,326
197,580
40,275
–
1,948
36,586
5,275
–
51,681
136
95,626
–
1,611
91,905
–
228
93,744
1,882
–
–
479
15,894
3,295
2,558
–
49
22,275
–
441
19,686
–
32
20,159
2,116
–
– 1,463,294
69,750
203,589
179,840
213
7,732
12
–
–
119
9,934
781,654
97,822
8,076 2,805,883
–
604
2,212
60,075
7,152 2,333,011
39,893
168,794
7,756 2,603,985
201,898
40,275
320
–
–
–
Sterling
£’000
US dollar
£’000
Euro
£’000
Other
£’000
Total
£’000
1,802,706
88,192
118,645
158,077
5,728
684,849
87,897
2,946,094
893
88,109
2,453,375
19,768
135,308
2,697,453
248,641
39,510
–
1,609
12,457
4,310
–
65,840
377
84,593
–
3,284
79,839
–
181
83,304
1,289
–
–
178
20,843
3,834
2,569
–
130
27,554
–
1,103
23,784
–
59
24,946
2,608
–
– 1,802,706
90,373
159,430
166,221
394
7,485
–
–
–
48
8,297
750,689
88,452
7,927 3,066,168
893
–
2,916
95,412
4,769 2,561,767
19,768
135,548
7,685 2,813,388
252,780
39,510
242
–
–
–
184
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rathbones.com
185
185
Notes to the consolidated financial statements continued
33 Financial risk management continued
(iii) Market risk continued
A 10% weakening of the US dollar against sterling, occurring on 31 December 2021, would have reduced equity and profit after tax by £152,000
(2020: reduced by £104,000). A 10% weakening of the euro against sterling, occurring on 31 December 2021, would have reduced equity and
profit after tax by £171,000 (2020: reduced by £211,000). A 10% strengthening of the US dollar or euro would have had an equal and opposite
effect. This analysis assumes that all other variables, in particular other exchange rates, remain constant.
Price risk
Price risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices
(other than those arising from interest rate risk or foreign exchange risk). The group is exposed to price risk through its holdings of equity
investment securities, which are reported at their fair value (note 17).
At 31 December 2021, the fair value of listed equity securities recognised on the balance sheet was £7,376,000 (2020: £5,728,000). A 10% fall
in global equity markets would, in isolation, have resulted in a pre-tax decrease to net assets of £434,000 (2020: £483,000); there would have
been no impact on profit after tax. A 10% rise in global markets would have had an equal and opposite effect.
Fair values
The table below analyses financial instruments measured at fair value into a fair value hierarchy based on the valuation technique used to
determine the fair value:
— Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities
— Level 2: inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly or indirectly.
— Level 3: inputs for the asset or liability that are not based on observable market data.
At 31 December 2021
Assets
Fair value through profit or loss:
– equity securities
– money market funds
At 31 December 2020
Assets
Fair value through profit or loss:
– equity securities
– money market funds
Level 1
£’000
Level 2
£’000
Level 3
£’000
Total
£’000
7,376
–
7,376
–
20,000
20,000
2,558
–
2,558
9,934
20,000
29,934
Level 1
£’000
Level 2
£’000
Level 3
£’000
Total
£’000
5,728
–
5,728
–
99,262
99,262
2,569
–
2,569
8,297
99,262
107,559
The group recognises transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has
occurred. There have been no transfers between levels during the year (2020: none).
The fair value of listed equity securities is their quoted price. Money market funds are demand securities and changes to estimates of interest
rates will not affect their fair value. The fair value of money market funds is their daily redemption value.
The fair values of the group’s other financial assets and liabilities are not materially different from their carrying values, with the exception of
the following:
— Investment debt securities measured at amortised cost (note 17) comprise bank and building society certificates of deposit, which have
fixed coupons. The fair value of debt securities at 31 December 2021 was £761,763,000 (2020: £654,769,000) and the carrying value was
£761,682,000 (2020: £651,533,000). Fair value of debt securities is based on market bid prices, and hence would be categorised as level 1
within the fair value hierarchy.
— Subordinated loan notes (note 28) comprise Tier 2 loan notes. The fair value of the loan notes at 31 December 2021 was £42,824,000
(2020: £21,726,000) and the carrying value was £39,893,000 (2020: £19,768,000). Fair value of the loan notes is based on discounted
future cash flows using current market rates for debts with similar remaining maturity, and hence would be categorised as level 2 in the
fair value hierarchy.
186
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Rathbones Group Plc Report and accounts 2021
Consolidated financial statements
Notes to the consolidated financial statements continued
33 Financial risk management continued
(iii) Market risk continued
A 10% weakening of the US dollar against sterling, occurring on 31 December 2021, would have reduced equity and profit after tax by £152,000
(2020: reduced by £104,000). A 10% weakening of the euro against sterling, occurring on 31 December 2021, would have reduced equity and
profit after tax by £171,000 (2020: reduced by £211,000). A 10% strengthening of the US dollar or euro would have had an equal and opposite
effect. This analysis assumes that all other variables, in particular other exchange rates, remain constant.
Price risk
Price risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices
(other than those arising from interest rate risk or foreign exchange risk). The group is exposed to price risk through its holdings of equity
investment securities, which are reported at their fair value (note 17).
At 31 December 2021, the fair value of listed equity securities recognised on the balance sheet was £7,376,000 (2020: £5,728,000). A 10% fall
in global equity markets would, in isolation, have resulted in a pre-tax decrease to net assets of £434,000 (2020: £483,000); there would have
been no impact on profit after tax. A 10% rise in global markets would have had an equal and opposite effect.
The table below analyses financial instruments measured at fair value into a fair value hierarchy based on the valuation technique used to
— Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities
— Level 2: inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly or indirectly.
— Level 3: inputs for the asset or liability that are not based on observable market data.
Fair values
determine the fair value:
At 31 December 2021
Assets
Fair value through profit or loss:
– equity securities
– money market funds
At 31 December 2020
Assets
Fair value through profit or loss:
– equity securities
– money market funds
Level 1
£’000
Level 2
£’000
Level 3
£’000
Total
£’000
7,376
–
7,376
–
2,558
20,000
20,000
–
2,558
9,934
20,000
29,934
Level 1
£’000
Level 2
£’000
Level 3
£’000
Total
£’000
5,728
–
5,728
–
2,569
8,297
99,262
–
2,569
107,559
99,262
99,262
The group recognises transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has
occurred. There have been no transfers between levels during the year (2020: none).
The fair value of listed equity securities is their quoted price. Money market funds are demand securities and changes to estimates of interest
rates will not affect their fair value. The fair value of money market funds is their daily redemption value.
The fair values of the group’s other financial assets and liabilities are not materially different from their carrying values, with the exception of
the following:
— Investment debt securities measured at amortised cost (note 17) comprise bank and building society certificates of deposit, which have
fixed coupons. The fair value of debt securities at 31 December 2021 was £761,763,000 (2020: £654,769,000) and the carrying value was
£761,682,000 (2020: £651,533,000). Fair value of debt securities is based on market bid prices, and hence would be categorised as level 1
within the fair value hierarchy.
— Subordinated loan notes (note 28) comprise Tier 2 loan notes. The fair value of the loan notes at 31 December 2021 was £42,824,000
(2020: £21,726,000) and the carrying value was £39,893,000 (2020: £19,768,000). Fair value of the loan notes is based on discounted
future cash flows using current market rates for debts with similar remaining maturity, and hence would be categorised as level 2 in the
fair value hierarchy.
Level 3 financial instruments
Fair value through profit or loss
The group holds 1,809 shares in Euroclear Holdings SA, which are classed as level 3 in the fair value hierarchy since no observable market data
is available.
The valuation of €1,684 per share at 31 December 2021 has been calculated by reference to the most readily available data, which is the
indicative price derived from recent transactions of the shares in the market. The valuation at the balance sheet date has been adjusted for
movements in exchange rates since the acquisition date. A 10% weakening of the euro against sterling, occurring on 31 December 2021, would
have reduced equity and profit after tax by £207,000 (2020: £208,000). A 10% strengthening of the euro against sterling would have had an
equal and opposite effect.
Changes in the fair values of financial instruments categorised as level 3 within the fair value hierarchy were as follows:
At 1 January
Total unrealised (losses)/gains recognised in profit or loss
At 31 December
2021
2,569
(11)
2,558
2020
1,186
1,383
2,569
The gains or losses relating to the fair value through profit or loss equity securities is included within ‘other operating income’ in the
consolidated statement of comprehensive income.
There were no other gains or losses arising from changes in the fair value of financial instruments categorised as level 3 within the fair
value hierarchy.
34 Capital management
Rathbones Group Plc’s capital is defined for accounting purposes as total equity. As at 31 December 2021 this totalled £623,282,000
(2020: £513,827,000).
During the year, Rathbone Investment Management Limited repaid its £20.0 million 10-year callable subordinated loan notes, and Rathbone
Brothers Plc issued £40.0 million of 10-year tier 2 notes with a call option in October 2026 and annually thereafter (note 28). As at 31 December
2021, the carrying value of the notes was £39,893,000 (2020: £19,768,000). From time to time, the group also runs small overnight overdraft
balances as part of working capital.
The group’s objectives when managing capital are to:
— safeguard the group’s ability to continue as a going concern so that it can continue to provide returns for shareholders and benefits for
other stakeholders
— maintain a strong capital base in a cost-efficient manner to be able to support the development of the business when required
— optimise the distribution of capital across group companies, reflecting the requirements of each business
— strive to make capital freely transferable across the group where possible
— comply with regulatory requirements at all times.
Rathbones is classified for capital purposes as a banking group and performs an ICAAP, which is prepared on an annual basis and presented
to the PRA on request. Regulatory capital resources for ICAAP purposes are calculated in accordance with published rules. These require
certain adjustments to and certain deductions from accounting capital, the latter largely in respect of intangible assets. The ICAAP compares
regulatory capital resources against regulatory capital requirements derived using the PRA’s Pillar 1 and Pillar 2 methodology. The group has
adopted the standardised approach to calculating its Pillar 1 credit risk component and the basic indicator approach to calculating its
operational risk component. Capital management policy and practices are applied at both group and entity level.
At 31 December 2021 the group’s regulatory capital resources, including retained earnings for 2021, were £304,711,000 (2020: £303,752,000).
The increase in reserves during 2021 is due to an increase in the group’s retained earnings, on account of profits generated in the year.
In addition to a variety of stress tests performed as part of the ICAAP process, and daily reporting in respect of treasury activity, capital levels
are monitored and forecast on a monthly basis to ensure that dividends and investment requirements are appropriately managed and
appropriate buffers are kept against adverse business conditions.
No breaches were reported to the PRA during the financial years ended 31 December 2020 and 2021.
The group has not applied transitional relief in recognising expected credit losses (ECLs) in regulatory capital resources. As such, there is no
difference between accounting ECLs and regulatory capital ECLs.
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Notes to the consolidated financial statements continued
35 Contingent liabilities and commitments
(a) Capital expenditure authorised and contracted for at 31 December 2021 but not provided in the financial statements amounted to
£988,000 relating to expenditure on fixtures and fittings and software (2020: £26,000). The prior year related to expenditure on fixtures
and fittings.
(b) The contractual amounts of the group’s commitments to extend credit to its clients are as follows:
Guarantees
Undrawn commitments to lend of 1 year or less
Undrawn commitments to lend of more than 1 year
The fair value of the guarantees is £nil (2020: £nil).
2021
£’000
–
31,005
9,270
40,275
2020
£’000
–
30,240
9,270
39,510
(c) The arrangements put in place by the Financial Services Compensation Scheme (FSCS) to protect depositors and investors from loss
in in the event of failure of financial institutions has resulted in significant levies on the industry in recent years. The financial impact of
unexpected FSCS levies is largely out of the group’s control as they result from other industry failures.
There is uncertainty over the level of future FSCS levies as they depend on the ultimate cost to the FSCS of industry failures. The group
contributes to the deposit class, investment fund management class and investment intermediation levy classes and accrues levy costs
for future levy years when the obligation arises.
36 Related party transactions
Transactions with key management personnel
The remuneration of the key management personnel of the group, who are defined as the company’s directors and other members of senior
management who are responsible for planning, directing and controlling the activities of the group, is set out below.
Gains on options exercised by directors during the year totalled £nil (2020: £nil). Further information about the remuneration of individual
directors is provided in the audited part of the directors’ remuneration report on page 99.
Short-term employee benefits
Post-employment benefits
Other long-term benefits
Share-based payments
2021
£’000
12,159
290
1,305
1,997
15,751
2020
£’000
9,829
298
941
3,170
14,238
Dividends totalling £229,000 were paid in the year (2020: £98,000) in respect of ordinary shares held by key management personnel and their
close family members.
As at 31 December 2021, the group had outstanding interest-free season ticket loans of £nil (2020: £nil) issued to key management personnel.
At 31 December 2021, key management personnel and their close family members had gross outstanding deposits of £634,000 (2020:
£616,000) and gross outstanding banking loans of £nil (2020: nil), all of which (2020: all) were made on normal business terms. A number of
the group’s key management personnel and their close family members make use of the services provided by companies within the group.
Charges for such services are made at various staff rates.
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Consolidated financial statements
Notes to the consolidated financial statements continued
35 Contingent liabilities and commitments
(a) Capital expenditure authorised and contracted for at 31 December 2021 but not provided in the financial statements amounted to
£988,000 relating to expenditure on fixtures and fittings and software (2020: £26,000). The prior year related to expenditure on fixtures
(b) The contractual amounts of the group’s commitments to extend credit to its clients are as follows:
and fittings.
Guarantees
Undrawn commitments to lend of 1 year or less
Undrawn commitments to lend of more than 1 year
The fair value of the guarantees is £nil (2020: £nil).
(c) The arrangements put in place by the Financial Services Compensation Scheme (FSCS) to protect depositors and investors from loss
in in the event of failure of financial institutions has resulted in significant levies on the industry in recent years. The financial impact of
unexpected FSCS levies is largely out of the group’s control as they result from other industry failures.
There is uncertainty over the level of future FSCS levies as they depend on the ultimate cost to the FSCS of industry failures. The group
contributes to the deposit class, investment fund management class and investment intermediation levy classes and accrues levy costs
for future levy years when the obligation arises.
36 Related party transactions
Transactions with key management personnel
The remuneration of the key management personnel of the group, who are defined as the company’s directors and other members of senior
management who are responsible for planning, directing and controlling the activities of the group, is set out below.
Gains on options exercised by directors during the year totalled £nil (2020: £nil). Further information about the remuneration of individual
directors is provided in the audited part of the directors’ remuneration report on page 99.
2021
£’000
–
31,005
9,270
40,275
2020
£’000
–
30,240
9,270
39,510
2021
£’000
12,159
290
1,305
1,997
15,751
2020
£’000
9,829
298
941
3,170
14,238
Short-term employee benefits
Post-employment benefits
Other long-term benefits
Share-based payments
close family members.
Dividends totalling £229,000 were paid in the year (2020: £98,000) in respect of ordinary shares held by key management personnel and their
As at 31 December 2021, the group had outstanding interest-free season ticket loans of £nil (2020: £nil) issued to key management personnel.
At 31 December 2021, key management personnel and their close family members had gross outstanding deposits of £634,000 (2020:
£616,000) and gross outstanding banking loans of £nil (2020: nil), all of which (2020: all) were made on normal business terms. A number of
the group’s key management personnel and their close family members make use of the services provided by companies within the group.
Charges for such services are made at various staff rates.
Other related party transactions
The group’s transactions with the pension funds are described in note 29. At 31 December 2021, no amounts were outstanding with either the
Laurence Keen Scheme or the Rathbone 1987 Scheme (2020: none).
One group subsidiary, Rathbone Unit Trust Management, has authority to manage the investments within a number of unit trusts. Another
group company, Rathbone Investment Management International, acted as investment manager for a protected cell company offering
unitised private client portfolio services. During 2021, the group managed 33 unit trusts, Sociétés d’Investissement à Capital Variable (SICAVs)
and open-ended investment companies (OEICs) (together, ‘collectives’) (2020: 28 unit trusts and OEICs).
The group charges each fund an annual management fee for these services, but does not earn any performance fees on the unit trusts. The
management charges are calculated on the bases published in the individual fund prospectuses, which also state the terms and conditions of
the management contract with the group.
The following transactions and balances relate to the group’s interest in the unit trusts:
Year ended 31 December
Total management fees
As at 31 December
Management fees owed to the group
Holdings in unit trusts (note 17)
2021
£’000
68,444
2021
£’000
6,240
7,376
13,616
2020
£’000
50,541
2020
£’000
4,885
5,728
10,613
Total management fees are included within ‘fee and commission income’ in the consolidated statement of comprehensive income.
Management fees owed to the group are included within ‘accrued income’ and holdings in unit trusts are classified as ‘fair value through profit
or loss equity securities’ in the consolidated balance sheet. The maximum exposure to loss is limited to the carrying amount on the balance
sheet as disclosed above.
All amounts outstanding with related parties are unsecured and will be settled in cash. No guarantees have been given or received.
No expected credit loss provisions have been made in respect of the amounts owed by related parties.
37 Interest in unconsolidated structured entities
As described in note 36, at 31 December 2021, the group owned units in collectives managed by Rathbone Unit Trust Management with
a value of £7,376,000 (2020: £5,728,000), representing 0.06% (2020: 0.06%) of the total value of the collectives managed by the group.
These assets are held to hedge the group’s exposure to deferred remuneration schemes for employees of Unit Trusts.
The group’s primary risk associated with its interest in the unit trusts is from changes in the fair value of its holdings in the funds.
The group is not judged to control, and therefore does not consolidate, the collectives. Although the fund trustees have limited rights to
remove Rathbone Unit Trust Management as manager, the group is exposed to very low variability of returns from its management and
share of ownership of the funds and is therefore judged to act as an agent rather than having control under IFRS 10.
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Notes to the consolidated financial statements continued
38 Consolidated statement of cash flows
For the purposes of the consolidated statement of cash flows, cash and cash equivalents comprise the following balances with less than three
months until maturity from the date of acquisition:
Cash and balances at central banks (note 14)
Loans and advances to banks (note 15)
Fair value through profit or loss investment securities (note 17)
At 31 December
2021
£’000
2020
£’000
1,460,001 1,798,000
159,432
99,262
1,653,590 2,056,694
173,589
20,000
Fair value thought profit or loss investment securities are amounts invested in money market funds, which are realisable on demand.
Cash flows arising from the (repurchase)/issue of ordinary shares comprise:
Share capital issued (note 30)
Share premium on shares issued (note 30)
Merger reserve on shares issued (note 30)
Shares issued in relation to share-based schemes for which no cash consideration was received
Shares issued in relation to share buybacks
A reconciliation of the movements of liabilities to cash flows arising from financing activities was as follows:
2021
£’000
226
75,934
5,209
(21,902)
(15,132)
44,335
2020
£’000
56
4,153
–
–
(5,077)
(868)
At 1 January 2021
Changes from financing cash flows
Proceeds from issue of share capital
Proceeds from issue of treasury shares
Dividends paid
Total changes from financing cash flows
The effect of changes in foreign exchange rates
Changes in fair value
Repayment of loan notes
Liability-related
Issue of loan notes
Interest expense
Interest paid
Total liability-related changes
Total equity-related other changes
At 31 December 2021
Liabilities
Subordinated
loan notes
£’000
19,768
Share capital/
premium
£’000
217,966
Equity
Reserves
£’000
25,012
Retained
earnings
£’000
270,849
Total
£’000
533,595
–
–
–
–
–
–
(20,114)
39,893
1,241
(895)
20,125
–
39,893
54,244
–
–
54,244
–
–
–
(9,909)
–
(9,909)
–
–
–
–
(43,960)
(43,960)
–
–
–
–
–
–
21,916
294,126
–
–
–
25,236
40,339
–
–
–
61,928
288,817
54,244
(9,909)
(43,960)
375
–
–
(20,114)
39,893
1,241
(895)
20,125
109,080
663,175
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Consolidated financial statements
Notes to the consolidated financial statements continued
38 Consolidated statement of cash flows
months until maturity from the date of acquisition:
For the purposes of the consolidated statement of cash flows, cash and cash equivalents comprise the following balances with less than three
Cash and balances at central banks (note 14)
Loans and advances to banks (note 15)
Fair value through profit or loss investment securities (note 17)
At 31 December
Fair value thought profit or loss investment securities are amounts invested in money market funds, which are realisable on demand.
Cash flows arising from the (repurchase)/issue of ordinary shares comprise:
Share capital issued (note 30)
Share premium on shares issued (note 30)
Merger reserve on shares issued (note 30)
Shares issued in relation to share buybacks
Shares issued in relation to share-based schemes for which no cash consideration was received
A reconciliation of the movements of liabilities to cash flows arising from financing activities was as follows:
At 1 January 2021
217,966
25,012
270,849
533,595
Subordinated
Share capital/
Equity
premium
£’000
Reserves
£’000
Liabilities
loan notes
£’000
19,768
Retained
earnings
£’000
Total
£’000
2021
£’000
2020
£’000
1,460,001 1,798,000
173,589
20,000
159,432
99,262
1,653,590 2,056,694
2021
£’000
226
75,934
5,209
(21,902)
(15,132)
44,335
2020
£’000
56
4,153
–
–
(5,077)
(868)
Changes from financing cash flows
Proceeds from issue of share capital
Proceeds from issue of treasury shares
Dividends paid
Total changes from financing cash flows
The effect of changes in foreign exchange rates
Changes in fair value
Repayment of loan notes
Liability-related
Issue of loan notes
Interest expense
Interest paid
Total liability-related changes
Total equity-related other changes
At 31 December 2021
–
–
–
–
–
–
(20,114)
39,893
1,241
(895)
20,125
54,244
(9,909)
54,244
(9,909)
(43,960)
(43,960)
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
54,244
(9,909)
(43,960)
375
–
–
(20,114)
39,893
1,241
(895)
20,125
109,080
663,175
–
21,916
39,893
294,126
25,236
40,339
61,928
288,817
At 1 January 2020
Changes from financing cash flows
Proceeds from issue of share capital
Proceeds from sale of treasury shares
Dividends paid
Total changes from financing cash flows
The effect of changes in foreign exchange rates
Changes in fair value
Other changes
Liability-related
Interest expense
Interest paid
Total liability-related changes
Total equity-related other changes
At 31 December 2020
Liabilities
Subordinated
loan notes
£’000
19,927
Share capital/
premium
£’000
213,757
Equity
Reserves
£’000
29,785
Retained
earnings
£’000
241,851
Total
£’000
505,320
–
–
–
–
–
–
(393)
4,209
–
–
4,209
–
–
–
1,294
(1,060)
(159)
–
19,768
–
–
–
–
217,966
–
(4,773)
–
(4,773)
–
–
–
–
–
–
–
25,012
–
(304)
(37,831)
(38,135)
–
–
–
–
–
–
67,133
270,849
4,209
(5,077)
(37,831)
(38,699)
–
–
1,294
(1,060)
(159)
67,133
533,595
39 Events after the balance sheet date
There have been no material events occurring between the balance sheet date and the date of signing this report.
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Notes to the consolidated financial statements continued
40 Country-by-country reporting
HM Treasury has transposed the requirements set out under the Capital Requirements Directive IV (CRD IV) and issued the Capital Requirements
Country-by-Country Reporting Regulations 2013, effective 1 January 2014. The legislation requires Rathbones Group Plc (together with its
subsidiaries, ‘the group’) to publish certain additional information, on a consolidated basis, for the year ended 31 December 2021.
Basis of preparation:
Country
Nature of activities
Turnover
In most cases, we have determined the country by reference to the country of tax residence. Where
an entity is not subject to tax (e.g. a partnership) we have considered the location of management or
the jurisdiction in which the revenues are generated. In these cases it is possible that tax is paid in a
different country to the one in which profits are reported.
The nature of activities within the United Kingdom are described within our services on page 6.
Discretionary investment management is the sole activity which occurs in Jersey.
Turnover is defined as operating income. As the consolidated results are split by country, there is
an element of double counting when inter-jurisdictional transactions (for example, the payment of
dividends) occur. The entries to eliminate this double counting are included at the bottom of the table
to enable the disclosed figures to agree to the published consolidated accounts of the group.
Profit/(loss) before taxation
These are accounting profits. As with turnover some double counting may arise and again this
has been eliminated at the bottom of the table. The majority of the total relates to the elimination
of inter-jurisdictional dividends, which are reflected as profits in the United Kingdom.
Tax paid
This column reflects corporation tax actually paid in the year. Note that it is rare that tax paid in any
given year relates directly to the profits earned in the same period.
Public subsidies received
The group received no public subsidies in the year.
Number of employees
The number of employees reported is the average number of full-time employees who were
permanently employed by the group, or one of its subsidiaries, during the year. Contractors
are excluded.
Subsidiaries
A list of the subsidiaries of the group, including their main activity and country of incorporation,
is shown within note 45.
Country
United Kingdom
Jersey
Sub-total
Inter-group eliminations and other entries arising on consolidation
Total
Turnover
£'000
427,634
13,543
441,177
(5,250)
435,927
Profit/(loss)
before
taxation
£'000
103,088
2,036
105,124
(10,089)
95,035
Tax paid
£'000
26,752
295
27,047
–
27,047
Number of
employees
1,711
28
1,739
–
1,739
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Consolidated financial statements
Notes to the consolidated financial statements continued
40 Country-by-country reporting
HM Treasury has transposed the requirements set out under the Capital Requirements Directive IV (CRD IV) and issued the Capital Requirements
Country-by-Country Reporting Regulations 2013, effective 1 January 2014. The legislation requires Rathbones Group Plc (together with its
subsidiaries, ‘the group’) to publish certain additional information, on a consolidated basis, for the year ended 31 December 2021.
Basis of preparation:
Country
In most cases, we have determined the country by reference to the country of tax residence. Where
an entity is not subject to tax (e.g. a partnership) we have considered the location of management or
the jurisdiction in which the revenues are generated. In these cases it is possible that tax is paid in a
different country to the one in which profits are reported.
Nature of activities
The nature of activities within the United Kingdom are described within our services on page 6.
Discretionary investment management is the sole activity which occurs in Jersey.
Turnover
Turnover is defined as operating income. As the consolidated results are split by country, there is
an element of double counting when inter-jurisdictional transactions (for example, the payment of
dividends) occur. The entries to eliminate this double counting are included at the bottom of the table
to enable the disclosed figures to agree to the published consolidated accounts of the group.
Profit/(loss) before taxation
These are accounting profits. As with turnover some double counting may arise and again this
has been eliminated at the bottom of the table. The majority of the total relates to the elimination
of inter-jurisdictional dividends, which are reflected as profits in the United Kingdom.
Tax paid
This column reflects corporation tax actually paid in the year. Note that it is rare that tax paid in any
given year relates directly to the profits earned in the same period.
Public subsidies received
The group received no public subsidies in the year.
Number of employees
The number of employees reported is the average number of full-time employees who were
permanently employed by the group, or one of its subsidiaries, during the year. Contractors
Subsidiaries
A list of the subsidiaries of the group, including their main activity and country of incorporation,
are excluded.
is shown within note 45.
Country
United Kingdom
Jersey
Sub-total
Total
Inter-group eliminations and other entries arising on consolidation
(5,250)
(10,089)
–
Turnover
£'000
427,634
13,543
441,177
Profit/(loss)
before
taxation
£'000
Tax paid
£'000
103,088
26,752
2,036
295
105,124
27,047
Number of
employees
1,711
28
1,739
–
435,927
95,035
27,047
1,739
Company statement of changes in equity
for the year ended 31 December 2021
At 1 January 2020
Profit for the year
Net remeasurement of defined
benefit liability
Deferred tax relating to components of
other comprehensive income
Other comprehensive income net of tax
Dividends paid
Issue of share capital
Share-based payments:
– value of employee services
– cost of own shares acquired
– cost of own shares vesting
– tax on share-based payments
At 31 December 2020
Profit for the year
Net remeasurement of defined benefit
liability
Deferred tax relating to components of
other comprehensive income
Other comprehensive income net of tax
Dividends paid
Issue of share capital
Share-based payments:
– value of employee services
– cost of own shares acquired
– cost of own shares vesting
– tax on share-based payments
At 31 December 2021
Note
Share capital
£’000
2,818
Share premium
£’000
210,939
Merger Reserve
£’000
39,921
Own shares
£’000
(41,971)
Retained
earnings
£’000
113,944
24,155
Total equity
£’000
325,651
24,155
(4,682)
(4,682)
1,668
(3,014)
1,668
(3,014)
(37,831)
–
43,634
–
(304)
(140)
140,444
60,195
(37,831)
4,209
–
43,634
(5,077)
–
(140)
351,587
60,195
–
–
–
–
–
–
–
–
–
–
–
–
–
–
39,921
–
(5,077)
304
–
(46,744)
–
–
–
–
5,208
–
–
–
–
45,129
–
–
–
–
–
17,091
17,091
(3,247)
13,844
(3,247)
13,844
(43,960)
–
(43,960)
81,368
–
(15,130)
25,248
–
(36,626)
(3,246)
–
(25,248)
1,350
143,379
(3,246)
(15,130)
–
1,350
446,008
54
49
44
55
55
55
54
49
44
55
55
55
–
–
–
–
56
–
–
–
–
2,874
–
–
–
–
–
–
–
4,153
–
–
–
–
215,092
–
–
–
–
226
–
75,934
–
–
–
–
3,100
–
–
–
–
291,026
The accompanying notes form an integral part of the company financial statements.
192
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193
Company balance sheet
for the year ended 31 December 2021
Non-current assets
Investment in subsidiaries
Other investments
Right-of-use assets
Deferred tax
Retirement benefit asset
Current assets
Trade and other receivables
Cash and cash equivalents
Total assets
Current liabilities
Trade and other payables
Lease liabilities
Current tax liability
Provisions for liabilities and charges
Subordinated loan notes
Net current assets
Non-current liabilities
Retirement benefit obligations
Total liabilities
Net assets
Equity
Share capital
Share premium
Merger reserve
Own shares
Retained earnings
Equity shareholders’ funds
Note
45
46
48
49
54
47
2021
£’000
2020
£’000
422,198
7,376
42,792
7,139
12,287
491,792
323,055
15,728
43,897
6,100
–
388,780
151,897
19,065
170,962
112,361
12,611
124,972
662,754
513,752
50
52
53
(109,846)
(53,899)
–
(13,108)
(39,893)
(216,746)
(89,804)
(55,123)
(5)
(7,448)
–
(152,380)
(45,784)
(27,408)
54
–
(216,746)
(9,785)
(162,165)
446,008
351,587
55
55
55
55
3,100
291,026
45,129
(36,626)
143,379
446,008
2,874
215,092
39,921
(46,744)
140,444
351,587
As permitted by section 408 of the Companies Act 2006 the company has elected not to present its own statement of comprehensive income
for the year. Rathbones Group Plc reported a profit after tax for the financial year ended 31 December 2021 of £60,195,000 (2020: £24,155,000).
The financial statements were approved by the board of directors and authorised for issue on 23 February 2022 and were signed on its
behalf by:
Paul Stockton
Group Chief Executive Officer
Jennifer Mathias
Group Chief Financial Officer
Company registered number: 01000403
The accompanying notes form an integral part of the company financial statements.
194
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Rathbones Group Plc Report and accounts 2021
Company financial statements
Company balance sheet
for the year ended 31 December 2021
Company statement of cash flows
for the year ended 31 December 2021
Non-current assets
Investment in subsidiaries
Other investments
Right-of-use assets
Deferred tax
Retirement benefit asset
Current assets
Trade and other receivables
Cash and cash equivalents
Total assets
Current liabilities
Trade and other payables
Lease liabilities
Current tax liability
Provisions for liabilities and charges
Subordinated loan notes
Net current assets
Non-current liabilities
Retirement benefit obligations
Total liabilities
Net assets
Equity
Share capital
Share premium
Merger reserve
Own shares
Retained earnings
Equity shareholders’ funds
Note
45
46
48
49
54
2021
£’000
2020
£’000
422,198
323,055
7,376
42,792
7,139
12,287
15,728
43,897
6,100
–
491,792
388,780
47
151,897
19,065
170,962
112,361
12,611
124,972
662,754
513,752
50
(109,846)
(53,899)
–
(13,108)
(39,893)
52
53
(89,804)
(55,123)
(7,448)
(5)
–
(216,746)
(152,380)
(45,784)
(27,408)
54
–
(9,785)
(216,746)
(162,165)
446,008
351,587
55
55
55
55
3,100
291,026
45,129
(36,626)
143,379
446,008
2,874
215,092
39,921
(46,744)
140,444
351,587
Cash flows from operating activities
Profit before tax
Change in fair value through profit or loss
Net interest and dividends receivable
Net charge for provisions
Depreciation and amortisation
Defined benefit pension scheme charges
Defined benefit pension scheme contributions paid
Share-based payment charges
Changes in operating assets and liabilities:
net (increase)/decrease in prepayments, accrued income and other assets
net increase in accruals, deferred income, provisions and other liabilities
Cash generated from operations
Tax (paid)/received
Net cash (outflow)/inflow from operating activities
Cash flows from investing activities
Interest received
Interest paid
Inter-company dividends received
Investment in subsidiaries
Net purchase of right-of-use assets
Purchase of other investments
Proceeds from sale of investments
Net cash (used in)/generated from investing activities
Cash flows from financing activities
Net proceeds from issue of subordinated loan notes
Net (repurchase)/issue of ordinary shares
Dividends paid
Payment of lease liabilities
Net cash generated from/(used in) financing activities
Net increase in cash and cash equivalents
Cash and cash equivalents at the beginning of the year
Cash and cash equivalents at the end of the year
The accompanying notes form an integral part of the company financial statements.
Note
2021
£’000
2020
£’000
59,769
(681)
(62,416)
865
4,680
105
(5,086)
20,130
17,366
(39,683)
22,840
523
(2,517)
(1,994)
981
(3,073)
65,000
(99,143)
112
(56,658)
65,690
(27,091)
39,893
44,335
(43,960)
(4,729)
35,539
6,454
12,611
19,065
26,920
(494)
(54,764)
(428)
4,643
200
(3,111)
39,986
12,952
12,579
25,413
50,944
(2,876)
48,068
66
(3,299)
58,000
(50,000)
(182)
(1,063)
417
3,939
–
(868)
(37,831)
(4,901)
(43,600)
8,407
4,204
12,611
52
54
54
55
45
45
53
55
44
60
As permitted by section 408 of the Companies Act 2006 the company has elected not to present its own statement of comprehensive income
for the year. Rathbones Group Plc reported a profit after tax for the financial year ended 31 December 2021 of £60,195,000 (2020: £24,155,000).
The financial statements were approved by the board of directors and authorised for issue on 23 February 2022 and were signed on its
behalf by:
Paul Stockton
Group Chief Executive Officer
Jennifer Mathias
Group Chief Financial Officer
Company registered number: 01000403
The accompanying notes form an integral part of the company financial statements.
194
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195
195
Notes to the company financial statements
Notes to the company financial statements
41 Significant accounting policies
Statement of compliance
The separate financial statements of the company are presented as required by the Companies Act 2006 and have been prepared in
accordance with UK-adopted International Accounting Standards., and IAS 27 ‘Separate Financial Statements’.
On publishing the parent company financial statements here together with the group financial statements, the company is taking advantage
of the exemption in section 408 of the Companies Act 2006 not to present its individual statement of comprehensive income and related
notes that form a part of these approved financial statements.
Developments in reporting standards and interpretations
Developments in reporting standards and interpretations are set out in note 1.3 to the consolidated financial statements.
Principal accounting policies
The financial statements have been prepared on the historical cost basis, except for the revaluation of certain financial instruments.
The principal accounting policies adopted are as set out below.
Investments in subsidiaries
Investments in subsidiaries are stated at cost less, where appropriate, provision for impairment.
Management charges
Intra-group management charges arise in relation to staff costs and other administrative expenses that are initially borne by the company and
then recharged to other group companies, when incurred.
Accounting policies in relation to impairment, interest income, dividend income, operating leases, foreign currency, retirement benefit
obligations, taxation, cash and cash equivalents and share-based payments are set out in note 1 to the consolidated financial statements.
42 Critical accounting judgements and key sources of estimation uncertainty
The critical accounting judgements and key sources of estimation uncertainty arise from the company’s defined benefit pension schemes and
valuation of the consideration payable for Saunderson House. These are described in note 2 to the consolidated financial statements.
43 Expenses for the year
The auditor’s remuneration for audit and other services to the company is set out in note 7 to the financial statements.
The average number of employees, on a full-time-equivalent basis, during the year was as follows:
Investment Management:
– investment management services
– advisory services
Funds
Shared services
2021
2020
1,027
137
43
463
1,670
932
123
37
379
1,471
196
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Rathbones Group Plc Report and accounts 2021
Rathbones Group Plc Report and accounts 2021
Company financial statements
Notes to the company financial statements
Notes to the company financial statements
41 Significant accounting policies
Statement of compliance
The separate financial statements of the company are presented as required by the Companies Act 2006 and have been prepared in
accordance with UK-adopted International Accounting Standards., and IAS 27 ‘Separate Financial Statements’.
On publishing the parent company financial statements here together with the group financial statements, the company is taking advantage
of the exemption in section 408 of the Companies Act 2006 not to present its individual statement of comprehensive income and related
notes that form a part of these approved financial statements.
Developments in reporting standards and interpretations
Developments in reporting standards and interpretations are set out in note 1.3 to the consolidated financial statements.
The financial statements have been prepared on the historical cost basis, except for the revaluation of certain financial instruments.
The principal accounting policies adopted are as set out below.
Investments in subsidiaries are stated at cost less, where appropriate, provision for impairment.
Principal accounting policies
Investments in subsidiaries
Management charges
Intra-group management charges arise in relation to staff costs and other administrative expenses that are initially borne by the company and
then recharged to other group companies, when incurred.
Accounting policies in relation to impairment, interest income, dividend income, operating leases, foreign currency, retirement benefit
obligations, taxation, cash and cash equivalents and share-based payments are set out in note 1 to the consolidated financial statements.
42 Critical accounting judgements and key sources of estimation uncertainty
The critical accounting judgements and key sources of estimation uncertainty arise from the company’s defined benefit pension schemes and
valuation of the consideration payable for Saunderson House. These are described in note 2 to the consolidated financial statements.
43 Expenses for the year
The auditor’s remuneration for audit and other services to the company is set out in note 7 to the financial statements.
The average number of employees, on a full-time-equivalent basis, during the year was as follows:
Investment Management:
– investment management services
– advisory services
Funds
Shared services
2021
2020
1,027
137
43
463
932
123
37
379
1,670
1,471
44 Dividends
Details of the company’s dividends paid and proposed for approval at the Annual General Meeting are set out in note 12 to the consolidated
financial statements.
The company’s dividend policy is described in the directors’ report on page 112.
Reserves available for distribution as at 31 December were as follows:
Net assets
Less:
– share capital
– share premium
– merger reserve
Distributable reserves
Movements in reserves available for distribution were as follows:
As at 1 January
Profit for the year
Net remeasurement of defined benefit liability
Dividends paid
Other movements
As at 31 December
45 Investment in subsidiaries
At 1 January 2020
Additions
Disposals
At 1 January 2021
Additions
Disposals
At 31 December 2021
2021
£’000
446,008
2020
£’000
351,587
(3,100)
(291,026)
(45,129)
106,753
(2,874)
(215,092)
(39,921)
93,700
2021
£’000
93,700
60,195
13,844
(43,960)
(17,026)
106,753
2020
£’000
71,973
24,155
(3,014)
(37,831)
38,417
93,700
Equities
£’000
273,055
50,000
–
323,055
99,143
–
422,198
Total
£’000
273,055
50,000
–
323,055
99,143
–
422,198
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197
Notes to the company financial statements continued
45 Investment in subsidiaries continued
Equities
On 30 April 2020, 588,235 ordinary shares of £1 each in Rathbone Investment Management Limited were issued to the company at a price of
£85 per share for cash consideration.
At 31 December 2021 the company’s subsidiary undertakings were as follows:
Subsidiary undertaking
Rathbone Investment Management Limited
Rathbone Investment Management International Limited*
Rathbone Trust Company Limited
Rathbone Unit Trust Management Limited
Arcticstar Limited**
Vision Independent Financial Planning Limited
Castle Investment Solutions Limited
Rathbone Trust Legal Services Limited*
Laurence Keen Holdings Limited**
Rathbone Directors Limited*
Rathbone Secretaries Limited*
Laurence Keen Nominees Limited*
Neilson Cobbold Client Nominees Limited*
Rathbone Nominees Limited*
Citywall Nominees Limited*
Penchart Nominees Limited*
Argus Nominee Limited
Rathbone Pension & Advisory Services Limited
Rathbone Stockbrokers Limited*
Dean River Asset Management Limited*
R.M. Walkden & Co. Limited*
Rathbone Funds Advisers Unipessoal LDA*
Speirs & Jeffrey Limited**
Speirs & Jeffrey Client Nominees Limited*
Speirs & Jeffrey Portfolio Management Limited*
Speirs & Jeffrey Fund Management Limited*
Saunderson House Limited
CastleCo Limited
HouseCo Limited
CabinCo Limited
CottageCo Limited
* Held by subsidiary undertaking
Activity and operation
Investment management and banking services
Investment management
Trust and tax services
Unit trust management
Introducer of private clients
Financial planning services
Investment support services
Trust and legal services
Intermediate holding company
Corporate director services
Corporate secretarial services
Corporate nominee
Corporate nominee
Corporate nominee
Corporate nominee
Corporate nominee
Corporate nominee
Non-trading
Non-trading
Non-trading
Non-trading
European fund marketing
Investment management
Corporate nominee
Corporate nominee
Corporate nominee
Financial planning and investment management services
Non-trading
Non-trading
Non-trading
Non-trading
** UK subsidiary has taken an exemption from audit under section 479A of the Companies Act 2006 for the year ended 31 December 2021.
Company registration
number
1448919
50503
1688454
2376568
3898083
6650476
7370865
10514352
2474285
4410000
4627820
2801952
3217430
646336
3070653
2608726
11395344
5679426
2483921
SC204313
1246166
515534528
SC098335
SC162589
SC122842
SC095908
940473
130602
130603
130601
131144
198
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Company financial statements
Notes to the company financial statements continued
45 Investment in subsidiaries continued
Equities
On 30 April 2020, 588,235 ordinary shares of £1 each in Rathbone Investment Management Limited were issued to the company at a price of
£85 per share for cash consideration.
At 31 December 2021 the company’s subsidiary undertakings were as follows:
Subsidiary undertaking
Rathbone Investment Management Limited
Investment management and banking services
Rathbone Investment Management International Limited*
Activity and operation
Company registration
Rathbone Trust Company Limited
Rathbone Unit Trust Management Limited
Arcticstar Limited**
Vision Independent Financial Planning Limited
Castle Investment Solutions Limited
Rathbone Trust Legal Services Limited*
Laurence Keen Holdings Limited**
Rathbone Directors Limited*
Rathbone Secretaries Limited*
Laurence Keen Nominees Limited*
Neilson Cobbold Client Nominees Limited*
Rathbone Nominees Limited*
Citywall Nominees Limited*
Penchart Nominees Limited*
Argus Nominee Limited
Rathbone Pension & Advisory Services Limited
Rathbone Stockbrokers Limited*
Dean River Asset Management Limited*
R.M. Walkden & Co. Limited*
Rathbone Funds Advisers Unipessoal LDA*
Speirs & Jeffrey Limited**
Speirs & Jeffrey Client Nominees Limited*
Speirs & Jeffrey Portfolio Management Limited*
Speirs & Jeffrey Fund Management Limited*
CastleCo Limited
HouseCo Limited
CabinCo Limited
CottageCo Limited
* Held by subsidiary undertaking
Saunderson House Limited
Financial planning and investment management services
** UK subsidiary has taken an exemption from audit under section 479A of the Companies Act 2006 for the year ended 31 December 2021.
Trust and legal services
10514352
Investment management
Trust and tax services
Unit trust management
Introducer of private clients
Financial planning services
Investment support services
Intermediate holding company
Corporate director services
Corporate secretarial services
Corporate nominee
Corporate nominee
Corporate nominee
Corporate nominee
Corporate nominee
Corporate nominee
Non-trading
Non-trading
Non-trading
Non-trading
Investment management
Corporate nominee
Corporate nominee
Corporate nominee
Non-trading
Non-trading
Non-trading
Non-trading
number
1448919
50503
1688454
2376568
3898083
6650476
7370865
2474285
4410000
4627820
2801952
3217430
646336
3070653
2608726
11395344
5679426
2483921
SC204313
1246166
SC098335
SC162589
SC122842
SC095908
940473
130602
130603
130601
131144
European fund marketing
515534528
The registered office for all subsidiary undertakings is 8 Finsbury Circus, London EC2M 7AZ except for the following:
Subsidiary undertaking
Rathbone Investment Management Limited
Rathbone Investment Management International Limited
Vision Independent Financial Planning Limited
Castle Investment Solutions Limited
Speirs & Jeffrey Limited
Speirs & Jeffrey Client Nominees Limited
Speirs & Jeffrey Portfolio Management Limited
Speirs & Jeffrey Fund Management Limited
Rathbone Funds Advisers Unipessoal LDA
Saunderson House Limited
CastleCo Limited
HouseCo Limited
CabinCo Limited
CottageCo Limited
Registered office
Port of Liverpool Building, Pier Head, Liverpool L3 1NW
26 Esplanade, St Helier, Jersey JE1 2RB
Vision House, Unit 6A Falmouth Business Park,
Bickland Water Road, Falmouth, Cornwall TR11 4SZ
Vision House, Unit 6A Falmouth Business Park,
Bickland Water Road, Falmouth, Cornwall TR11 4SZ
George House, 50 George Square, Glasgow G2 1EH
George House, 50 George Square, Glasgow G2 1EH
George House, 50 George Square, Glasgow G2 1EH
George House, 50 George Square, Glasgow G2 1EH
R Tierno Galvan 10 Torre 3, Piso 6 Sala 602, 1070-274,
Campo Ourique Lisbon, Lisbon, Portugal
Saunderson House Ltd, 1 Long Lane, London, EC1A 9HF
Aztec Group House, 11-15 Seaton Place, St Helier, Jersey, JE4 0QH
Aztec Group House, 11-15 Seaton Place, St Helier, Jersey, JE4 0QH
Aztec Group House, 11-15 Seaton Place, St Helier, Jersey, JE4 0QH
Aztec Group House, 11-15 Seaton Place, St Helier, Jersey, JE4 0QH
The company owns, directly or indirectly, 100% of the ordinary share capital of all subsidiary undertakings.
46 Other investments
Fair value through profit or loss securities
Equity securities:
– listed
Money market funds:
– unlisted
47 Trade and other receivables
Prepayments and other receivables
Amounts owed by group undertakings
Current
Non-current
2021
£’000
2020
£’000
7,376
5,728
–
7,376
10,000
15,728
2021
£’000
3,516
148,381
151,897
2020
£’000
4,526
107,835
112,361
151,897
–
151,897
112,361
–
112,361
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199
Notes to the company financial statements continued
48 Right-of-use assets
Cost
At 1 January 2020
Additions
Disposals
Other movements
At 1 January 2021
Additions
Disposals
Other movements
At 31 December 2021
Depreciation and impairment
1 January 2020
Charge for the year
Disposals
Other movements
At 1 January 2021
Charge for the year
Disposals
Other movements
At 31 December 2021
Carrying amount at 31 December 2021
Carrying amount at 31 December 2020
Carrying amount at 1 January 2020
Property
£’000
Motor vehicles
and equipment
£’000
50,186
601
2,506
(134)
53,159
3,505
(81)
(284)
56,299
4,619
4,643
–
–
9,262
4,660
(81)
–
13,841
42,458
43,897
45,567
–
–
–
–
–
354
–
–
354
–
–
–
–
–
20
–
–
20
334
–
–
Total
£’000
50,186
601
2,506
(134)
53,159
3,859
(81)
(284)
56,653
–
4,619
4,643
–
–
9,262
4,680
(81)
–
13,861
42,792
43,897
45,567
During the year, the company recognised a charge of £50,000 in profit or loss in respect of short-term leases and low-value assets
(2020: £7,000).
200
200
Rathbones Group Plc Report and accounts 2021
Rathbones Group Plc Report and accounts 2021
Company financial statements
Notes to the company financial statements continued
48 Right-of-use assets
Cost
At 1 January 2020
Additions
Disposals
Other movements
At 1 January 2021
Additions
Disposals
Other movements
At 31 December 2021
Depreciation and impairment
1 January 2020
Charge for the year
Disposals
Other movements
At 1 January 2021
Charge for the year
Disposals
Other movements
At 31 December 2021
Carrying amount at 31 December 2021
Carrying amount at 31 December 2020
Carrying amount at 1 January 2020
(2020: £7,000).
Motor vehicles
Property
and equipment
£’000
£’000
56,299
354
56,653
Total
£’000
50,186
601
2,506
(134)
53,159
3,859
(81)
(284)
–
–
–
–
4,619
4,643
9,262
4,680
(81)
13,861
42,792
43,897
45,567
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
354
20
20
334
50,186
601
2,506
(134)
53,159
3,505
(81)
(284)
4,619
4,643
–
–
9,262
4,660
(81)
–
13,841
42,458
43,897
45,567
49 Deferred tax
The UK Government legislated in the Finance Act 2021 to increase the UK corporation tax rate to 25.0% in 2023. The Finance Act 2021 was
enacted on 10 June 2021. This has been reflected in the deferred tax calculations. Deferred income taxes are calculated on all temporary
differences under the liability method using the rate expected to apply when the relevant timing differences are forecast to unwind.
The movement on the deferred tax account is as follows:
As at 1 January 2021
Recognised in profit or loss in respect of:
– current year
– prior year
– change in rate
Total recognised in profit or loss
Recognised in other comprehensive income in respect of:
– current year
– prior year
– change in rate
Total recognised in other comprehensive income
Recognised in equity in respect of:
– current year
– prior year
– change in rate
Total recognised in equity
Pensions
£’000
1,857
(946)
–
–
(946)
(3,247)
–
–
(3,247)
Share-based
payments
£’000
4,362
Staff-related
costs
£’000
93
Fair value
through
profit or loss
£’000
(212)
2,170
3
1,736
3,909
(129)
140
–
11
(99)
–
–
(99)
–
–
–
–
–
–
–
–
1,211
(8)
208
1,411
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
Total
£’000
6,100
996
143
1,736
2,875
(3,247)
–
–
(3,247)
1,211
(8)
208
1,411
During the year, the company recognised a charge of £50,000 in profit or loss in respect of short-term leases and low-value assets
As at 31 December 2021
(2,336)
9,682
104
(311)
7,139
Deferred tax assets
Deferred tax liabilities
As at 31 December 2021
Pensions
£’000
–
(2,336)
(2,336)
Share-based
payments
£’000
9,682
–
9,682
Staff-related
costs
£’000
104
–
104
Fair value
through
profit or loss
£’000
–
(311)
(311)
Total
£’000
9,786
(2,647)
7,139
200
Rathbones Group Plc Report and accounts 2021
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201
201
Total
£’000
5,106
(263)
(189)
(174)
(626)
890
–
778
1,668
(38)
(17)
7
(48)
6,100
–
6,312
(212)
6,100
Notes to the company financial statements continued
49 Deferred tax continued
As at 1 January 2020
Recognised in profit or loss in respect of:
– current year
– prior year
– change in rate
Total recognised in profit or loss
Recognised in other comprehensive income in respect of:
– current year
– prior year
– change in rate
Total recognised in other comprehensive income
Recognised in equity in respect of:
– current year
– prior year
– change in rate
Total recognised in equity
Pensions
£’000
1,360
(553)
–
(618)
(1,171)
890
–
778
1,668
–
–
–
–
Share-based
payments
£’000
3,545
Staff-related
costs
£’000
304
398
22
445
865
–
–
–
–
(38)
(17)
7
(48)
(11)
(211)
11
(211)
–
–
–
–
–
–
–
–
Fair value
through
profit or loss
£’000
(103)
(97)
–
(12)
(109)
–
–
–
–
–
–
–
–
As at 31 December 2020
1,857
4,362
93
(212)
Deferred tax assets
Deferred tax liabilities
As at 31 December 2020
50 Trade and other payables
Trade creditors
Accruals, deferred income and other creditors
Amounts owed to group undertakings
Other taxes and social security costs
1,857
–
1,857
4,362
–
4,362
93
–
93
–
(212)
(212)
2021
£’000
57
99,029
–
10,760
109,846
2020
£’000
117
71,344
–
18,343
89,804
The fair value of trade and other payables is not materially different from their carrying amount.
202
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Company financial statements
Notes to the company financial statements continued
49 Deferred tax continued
As at 1 January 2020
Recognised in profit or loss in respect of:
– current year
– prior year
– change in rate
Total recognised in profit or loss
Recognised in other comprehensive income in respect of:
– current year
– prior year
– change in rate
Total recognised in other comprehensive income
Recognised in equity in respect of:
– current year
– prior year
– change in rate
Total recognised in equity
As at 31 December 2020
Deferred tax assets
Deferred tax liabilities
As at 31 December 2020
50 Trade and other payables
Trade creditors
Accruals, deferred income and other creditors
Amounts owed to group undertakings
Other taxes and social security costs
Share-based
payments
£’000
3,545
398
22
445
865
Staff-related
Fair value
through
profit or loss
costs
£’000
304
(11)
(211)
11
(211)
£’000
(103)
(97)
–
(12)
(109)
Pensions
£’000
1,360
(553)
–
(618)
(1,171)
890
–
778
1,668
–
–
–
–
–
–
–
–
–
–
–
–
–
(38)
(17)
7
(48)
–
–
–
–
–
1,857
4,362
1,857
4,362
93
–
93
Total
£’000
5,106
(263)
(189)
(174)
(626)
890
–
778
1,668
(38)
(17)
7
(48)
–
6,312
(212)
6,100
2020
£’000
117
–
18,343
89,804
–
–
–
–
–
–
–
–
–
–
(212)
(212)
2021
£’000
57
10,760
109,846
99,029
71,344
1,857
4,362
93
(212)
6,100
The fair value of trade and other payables is not materially different from their carrying amount.
51 Lease liabilities
Maturity analysis
Less than one year
One to five years
More than five years
Lease liabilities at 31 December
Current
Non-current
52 Provisions for liabilities and charges
As at 1 January 2020
Charged to profit or loss
Unused amount credited to profit or loss
Net credit to profit or loss
Other movements
Utilised/paid during the year
At 31 December 2020
Charged to profit or loss
Unused amount credited to profit or loss
Net charge to profit or loss
Other movements
Utilised/paid during the year
As at 31 December 2021
Payable within 1 year
Payable after 1 year
2021
£’000
4,567
19,176
30,156
53,899
4,567
49,332
53,899
Property-
related
£’000
5,038
(589)
(23)
(612)
–
(825)
3,601
963
(100)
863
–
–
4,464
96
4,368
4,464
2020
£’000
4,654
18,708
31,761
55,123
4,654
50,469
55,123
Total
£’000
5,886
117
(23)
94
2,521
(1,052)
7,449
965
(100)
865
8,621
(3,827)
13,108
3,783
9,325
13,108
Deferred,
variable costs
to acquire client
relationship
intangibles
£’000
848
–
–
–
2,521
(227)
3,142
–
–
–
8,621
(3,239)
8,524
3,567
4,957
8,524
Deferred and
contingent
consideration
in business
combinations
£’000
–
588
–
588
–
588
–
–
–
–
(588)
–
–
–
–
Legal and
compensation
£’000
–
118
–
118
–
–
118
2
–
2
–
–
120
120
–
120
During the year, the group settled an incentivisation award for Speirs & Jeffrey support staff in the value of £588,000.
Other movements in provisions relate to deferred payments to investment managers and third parties for the introduction of client
relationships, which have been capitalised in the year.
Property-related provisions of £4,464,000 relate to dilapidation provisions expected to arise on leasehold premises held by the group
(2020: £3,601,000). Dilapidation provisions are calculated using a discounted cash flow model; during the year, provisions have increased by
£863,000 (2020: decreased by £1,437,000).
During the year, the group utilised £100,000 for the property held in Edinburgh (2020: £nil). The dilapidation provision held for the property
at 1 Curzon Street was fully utilised in the prior year. The impact of discounting led to an additional credit of £963,000 (2020: additional charge
of £589,000) being recognised during the year.
Provisions payable after one year are expected to be settled within two years of the balance sheet date (2020: two years), except for the
property-related provisions of £4,368,000 (2020: £3,601,000), which are expected to be settled within 12 years of the balance sheet date
(2020: 13 years).
202
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203
203
Notes to the company financial statements continued
53 Subordinated loan notes
Subordinated loan notes
– face value
– carrying value
2021
£’000
2020
£’000
40,000
39,893
–
–
During the year, Rathbone Brothers Plc issued £40.0 million of 10-year tier 2 notes with a call option in October 2026 and annually thereafter.
Interest is payable at a fixed rate of 5.642% per annum until the first call option date and at a fixed rate of 4.893% over Compounded Daily
SONIA thereafter. Legal fees of £107,000 were incurred in issuing the notes, which have been accounted for in the carrying value of
amortised cost.
An interest expense of £491,000 (2020: £nil) was recognised in the year.
54 Long-term employee benefits
Details of the defined benefit pension schemes operated by the company are provided in note 29 to the consolidated financial statements.
55 Share capital, own shares and share-based payments
Details of the share capital of the company and ordinary shares held by the company together with changes thereto are provided in notes 30
and 31 to the consolidated financial statements. Details of options on the company’s shares and share-based payments are set out in note 32
to the consolidated financial statements.
56 Financial instruments
The company’s risk management policies and procedures are integrated with the wider Rathbones group’s risk management process.
The Rathbones group has identified the risks arising from all of its activities, including those of the company, and has established policies
and procedures to manage these items in accordance with its risk appetite. The company categorises its financial risks into the following
primary areas:
(i)
(ii)
credit risk
liquidity risk
(iii) market risk (which includes fair value interest rate risk, cash flow interest rate risk, foreign exchange risk and price risk)
(iv) pension risk.
The company’s exposures to pension risk are set out in note 29 to the consolidated financial statements.
The sections below outline the group risk appetite, as applicable to the company, and explain how the company defines and manages each
category of financial risk.
The company’s financial risk management policies are designed to identify and analyse the financial risks that the company faces, to set
appropriate risk tolerances, limits and controls, and to monitor the financial risks and adherence to limits by means of reliable and up-to-date
information systems. The company regularly reviews its financial risk management policies and systems to reflect changes in the business
and the wider industry.
The company’s overall strategy and policies for monitoring and management of financial risk are set by the board of directors (‘the board’).
The board has embedded risk management within the business through the executive committee and senior management.
(i) Credit risk
The company takes on exposure to credit risk, which is the risk that a counterparty will be unable to pay amounts in full when due, through
its trading activities. The principal sources of credit risk arise from depositing funds with banks and through providing long-term and working
capital financing for subsidiaries.
The company’s financial assets are categorised as follows.
Trade and other receivables
Trade and other receivables relate to amounts placed with subsidiaries and staff advances.
The collection and ageing of trade and other receivables are reviewed on a periodic basis by management.
The company places surplus funds with its banking subsidiary, which operates under the group’s credit risk management policies. Group
policy requires that funds are placed with a range of high-quality financial institutions. Investments are spread to avoid excessive exposure
to any individual counterparty.
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Company financial statements
For the purposes of financial reporting the company categorises its exposures based on the long-term ratings awarded to counterparties by
Fitch or Moody’s.
Cash and cash equivalents (balances at banks)
The company has exposure to financial institutions through its bank deposits (reported within cash equivalents).
Maximum exposure to credit risk
Other investments:
– money market funds
Trade and other receivables:
– amounts owed by group undertakings
– other financial assets
Balances at banks
2021
£’000
2020
£’000
–
10,000
148,381
5,588
19,065
173,034
107,835
6,472
12,611
136,918
The above table represents the gross credit risk exposure of the company at 31 December 2021 and 2020, without taking account of any
collateral held or other credit enhancements attached.
Other investments
The table below presents an analysis of other investments by rating agency designation, as at 31 December 2021, based on Fitch or Moody’s
long-term rating designation.
AAA
Trade and other receivables
2021
2020
Money
market
funds
£’000
–
Money
market
funds
£’000
10,000
Total
£’000
–
Total
£’000
10,000
(iii) market risk (which includes fair value interest rate risk, cash flow interest rate risk, foreign exchange risk and price risk)
No trade and other receivables have been written off or are credit-impaired at the reporting date.
The company’s exposures to pension risk are set out in note 29 to the consolidated financial statements.
The sections below outline the group risk appetite, as applicable to the company, and explain how the company defines and manages each
Amounts owed by group undertakings do not have specific repayment dates and are paid down periodically as trading requires.
Balances at banks
The credit quality of balances at banks is analysed below by reference to the long-term credit rating awarded by Fitch, or equivalent rating by
Moody’s, as at the balance sheet date.
The company’s financial risk management policies are designed to identify and analyse the financial risks that the company faces, to set
appropriate risk tolerances, limits and controls, and to monitor the financial risks and adherence to limits by means of reliable and up-to-date
information systems. The company regularly reviews its financial risk management policies and systems to reflect changes in the business
A
2021
£’000
19,065
19,065
2020
£’000
12,611
12,611
Notes to the company financial statements continued
53 Subordinated loan notes
Subordinated loan notes
– face value
– carrying value
2021
£’000
2020
£’000
40,000
39,893
–
–
During the year, Rathbone Brothers Plc issued £40.0 million of 10-year tier 2 notes with a call option in October 2026 and annually thereafter.
Interest is payable at a fixed rate of 5.642% per annum until the first call option date and at a fixed rate of 4.893% over Compounded Daily
SONIA thereafter. Legal fees of £107,000 were incurred in issuing the notes, which have been accounted for in the carrying value of
amortised cost.
An interest expense of £491,000 (2020: £nil) was recognised in the year.
54 Long-term employee benefits
Details of the defined benefit pension schemes operated by the company are provided in note 29 to the consolidated financial statements.
55 Share capital, own shares and share-based payments
Details of the share capital of the company and ordinary shares held by the company together with changes thereto are provided in notes 30
and 31 to the consolidated financial statements. Details of options on the company’s shares and share-based payments are set out in note 32
to the consolidated financial statements.
56 Financial instruments
The company’s risk management policies and procedures are integrated with the wider Rathbones group’s risk management process.
The Rathbones group has identified the risks arising from all of its activities, including those of the company, and has established policies
and procedures to manage these items in accordance with its risk appetite. The company categorises its financial risks into the following
primary areas:
(i)
(ii)
credit risk
liquidity risk
(iv) pension risk.
category of financial risk.
and the wider industry.
(i) Credit risk
The company’s overall strategy and policies for monitoring and management of financial risk are set by the board of directors (‘the board’).
The board has embedded risk management within the business through the executive committee and senior management.
The company takes on exposure to credit risk, which is the risk that a counterparty will be unable to pay amounts in full when due, through
its trading activities. The principal sources of credit risk arise from depositing funds with banks and through providing long-term and working
capital financing for subsidiaries.
The company’s financial assets are categorised as follows.
Trade and other receivables
Trade and other receivables relate to amounts placed with subsidiaries and staff advances.
The collection and ageing of trade and other receivables are reviewed on a periodic basis by management.
The company places surplus funds with its banking subsidiary, which operates under the group’s credit risk management policies. Group
policy requires that funds are placed with a range of high-quality financial institutions. Investments are spread to avoid excessive exposure
to any individual counterparty.
204
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205
205
Notes to the company financial statements continued
56 Financial instruments continued
(i) Credit risk continued
Concentration of credit risk
The company has counterparty credit risk within its balances at banks in that the principal exposure is to its banking subsidiary. The board
sets and monitors the group policy for the management of group funds, which includes the placement of funds with a range of high-quality
financial institutions.
(a) Geographical sectors
The following table analyses the company’s credit exposures, at their carrying amounts, by geographical region as at the balance sheet
date. In this analysis, exposures are categorised based on the country of domicile of the counterparty.
At 31 December 2021
Other investments:
– money market funds
Trade and other receivables:
– amounts owed by group undertakings
– other financial assets
Balances at banks
At 31 December 2020
Other investments:
– money market funds
Trade and other receivables:
– amounts owed by group undertakings
– other financial assets
Balances at banks
United
Kingdom
£’000
Rest of the
World
£’000
–
147,619
1,425
19,065
168,109
–
761
119
–
880
Total
£’000
–
148,380
1,544
19,065
168,989
United
Kingdom
£’000
Rest of the
World
£’000
Total
£’000
10,000
–
10,000
107,279
2,136
12,611
132,026
556
403
–
959
107,835
2,539
12,611
132,985
At 31 December 2021, all rest of the world exposures were to counterparties based in Jersey, the Eurozone, and the United States of
America (2020: Jersey, the Eurozone, and the United States of America). At 31 December 2021, the company had no exposure to sovereign
debt (2020: none).
206
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Company financial statements
Notes to the company financial statements continued
56 Financial instruments continued
(i) Credit risk continued
Concentration of credit risk
financial institutions.
(a) Geographical sectors
At 31 December 2021
Other investments:
– money market funds
Trade and other receivables:
– amounts owed by group undertakings
– other financial assets
Balances at banks
At 31 December 2020
Other investments:
– money market funds
Trade and other receivables:
– amounts owed by group undertakings
– other financial assets
Balances at banks
The company has counterparty credit risk within its balances at banks in that the principal exposure is to its banking subsidiary. The board
sets and monitors the group policy for the management of group funds, which includes the placement of funds with a range of high-quality
The following table analyses the company’s credit exposures, at their carrying amounts, by geographical region as at the balance sheet
date. In this analysis, exposures are categorised based on the country of domicile of the counterparty.
United
Kingdom
£’000
Rest of the
World
£’000
Total
£’000
–
–
–
–
–
556
403
761
119
148,380
1,544
19,065
880
168,989
Total
£’000
10,000
107,835
2,539
12,611
959
132,985
–
147,619
1,425
19,065
168,109
10,000
107,279
2,136
12,611
132,026
United
Kingdom
£’000
Rest of the
World
£’000
At 31 December 2021, all rest of the world exposures were to counterparties based in Jersey, the Eurozone, and the United States of
America (2020: Jersey, the Eurozone, and the United States of America). At 31 December 2021, the company had no exposure to sovereign
debt (2020: none).
(b) Industry sectors
The company’s credit exposures at the balance sheet date, analysed by the primary industry sectors in which our counterparties
operate, were:
At 31 December 2021
Other investments:
– money market funds
Trade and other receivables:
– amounts owed by group undertakings
– other financial assets
Balances at banks
At 31 December 2020
Other investments:
– money market funds
Trade and other receivables:
– amounts owed by group undertakings
– other financial assets
Balances at banks
Financial
institutions
£’000
Clients and other
corporates
£’000
–
–
Total
£’000
–
32,026
–
19,065
51,091
116,354
1,544
–
117,898
148,380
1,544
19,065
168,989
Financial
institutions
£’000
Clients and other
corporates
£’000
Total
£’000
10,000
–
10,000
66,110
–
12,611
88,721
41,725
2,539
–
44,264
107,835
2,539
12,611
132,985
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207
207
Notes to the company financial statements continued
56 Financial instruments continued
(ii) Liquidity risk
Liquidity risk is the risk that the company will encounter difficulty in meeting obligations associated with financial liabilities that are settled by
delivering cash or another financial asset. The company places its funds in short-term or demand facilities with financial institutions to ensure
liquidity. The company has no bank loans (2020: £nil).
Non-derivative cash flows
The table below presents the undiscounted cash flows receivable and payable by the company on its non-derivative financial assets and
liabilities by remaining contractual maturities at the balance sheet date.
At 31 December 2021
Other investments:
– money market funds
Trade and other receivables:
– amounts owed by group undertakings
– other financial assets
Balances at banks
Cash flows arising from financial assets
Trade and other payables:
– amounts owed to group undertakings
– other financial liabilities
Cash flows arising from financial
liabilities
Net liquidity gap
Cumulative net liquidity gap
On
demand
£’000
Not more
than 3 months
£’000
After 3 months
but not more
than 1 year
£’000
After 1year but
not more than
5 years
£’000
After 5 years
£’000
No fixed
maturity date
£’000
–
148,381
33
19,065
167,479
–
–
553
–
553
–
–
697
–
697
–
–
3,501
–
3,501
–
–
804
–
804
–
153
–
37,599
–
19,447
–
69,799
–
42,973
–
–
–
–
–
–
–
153
167,326
167,326
37,599
(37,046)
130,280
19,447
(18,750)
111,530
69,799
(66,298)
45,232
42,973
(42,169)
3,063
–
–
3,063
Total
£’000
–
148,381
5,588
19,065
173,034
–
169,971
169,971
3,063
208
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Company financial statements
Notes to the company financial statements continued
56 Financial instruments continued
(ii) Liquidity risk
liquidity. The company has no bank loans (2020: £nil).
Non-derivative cash flows
Liquidity risk is the risk that the company will encounter difficulty in meeting obligations associated with financial liabilities that are settled by
delivering cash or another financial asset. The company places its funds in short-term or demand facilities with financial institutions to ensure
The table below presents the undiscounted cash flows receivable and payable by the company on its non-derivative financial assets and
liabilities by remaining contractual maturities at the balance sheet date.
After 3 months
After 1year but
On
Not more
but not more
not more than
No fixed
demand
than 3 months
than 1 year
£’000
£’000
£’000
5 years
£’000
After 5 years
maturity date
£’000
£’000
Total
£’000
– amounts owed by group undertakings
148,381
At 31 December 2021
Other investments:
– money market funds
Trade and other receivables:
– other financial assets
Balances at banks
Cash flows arising from financial assets
Trade and other payables:
– amounts owed to group undertakings
– other financial liabilities
Cash flows arising from financial
liabilities
Net liquidity gap
–
33
19,065
167,479
–
153
167,326
167,326
–
–
–
–
553
553
697
3,501
697
3,501
–
–
–
–
–
–
–
–
804
804
–
–
–
–
37,599
19,447
69,799
42,973
–
–
–
–
–
–
–
–
–
–
–
148,381
5,588
19,065
173,034
169,971
169,971
3,063
Cumulative net liquidity gap
130,280
111,530
45,232
3,063
3,063
153
37,599
19,447
69,799
42,973
(37,046)
(18,750)
(66,298)
(42,169)
At 31 December 2020
Other investments:
– money market funds
Trade and other receivables:
– amounts owed by group undertakings
– other financial assets
Balances at banks
Cash flows arising from financial assets
Trade and other payables:
– amounts owed to group undertakings
– other financial liabilities
Cash flows arising from financial
liabilities
Net liquidity gap
Cumulative net liquidity gap
On
demand
£’000
Not more
than 3 months
£’000
After 3 months
but not more
than 1 year
£’000
After 1 year but
not more than
5 years
£’000
After 5 years
£’000
No fixed
maturity date
£’000
10,000
107,835
53
12,611
130,499
–
–
786
–
786
–
146
–
47,659
–
–
–
3,491
–
3,491
–
1,338
–
1,338
–
7,083
–
61,315
–
52,506
–
–
804
–
804
146
130,353
130,353
47,659
(46,873)
83,480
7,083
(5,745)
77,735
61,315
(57,824)
19,911
52,506
(51,702)
(31,791)
–
–
(31,791)
–
–
–
–
–
–
–
Total
£’000
10,000
107,835
6,472
12,611
136,918
–
168,709
168,709
(31,791)
Included within trade and other payables disclosed above are balances that are repayable on demand or that do not have a contractual
maturity date, which historical experience shows are unlikely to be called in the short term.
The company holds £7,376,000 of equity investments (2020: £5,728,000) which are subject to liquidity risk but are not included in the table
above. These assets are held as fair value through profit or loss securities and have no fixed maturity date; cash flows arise from receipt of
dividends or through sale of the assets.
Total liquidity requirement
At 31 December 2021
Cash flows arising from financial liabilities
Total off-balance-sheet items
Total liquidity requirement
At 31 December 2020
Cash flows arising from financial liabilities
Total off-balance-sheet items
Total liquidity requirement
On
demand
£’000
153
–
153
Not more than
3 months
£’000
37,599
–
37,599
After 3 months
but not more
than 1 year
£’000
19,447
–
19,447
After 1 year but
not more than
5 years
£’000
69,799
–
69,799
After 5 years
£’000
42,973
–
42,973
Total
£’000
169,971
–
169,971
On
demand
£’000
146
–
146
Not more than
3 months
£’000
47,659
–
47,659
After 3 months
but not more
than 1 year
£’000
7,083
–
7,083
After 1 year but
not more than
5 years
£’000
61,315
–
61,315
After 5 years
£’000
52,506
–
52,506
Total
£’000
168,709
–
168,709
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209
209
Notes to the company financial statements continued
56 Financial instruments continued
(iii) Market risk
Interest rate risk
Cash flow interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest
rates. Fair value interest rate risk is the risk that the value of a financial instrument will fluctuate because of changes in market interest rates.
The company’s principal exposure to cash flow interest rate risk arises from the mismatch between the repricing of its financial assets
and liabilities.
The table below shows the repricing profile of the company’s financial assets and liabilities, stated at their carrying amounts, categorised by
the earlier of contractual repricing or maturity dates.
At 31 December 2021
Assets
Other investments:
– equity securities
– money market funds
Trade and other receivables:
– amounts owed by group undertakings
– other financial assets
Balances at banks
Total financial assets
Liabilities
Trade and other payables:
– amounts owed to group undertakings
– other financial liabilities
Total financial liabilities
Interest rate repricing gap
At 31 December 2020
Assets
Other investments:
– equity securities
– money market funds
Trade and other receivables:
– amounts owed by group undertakings
– other financial assets
Balances at banks
Total financial assets
Liabilities
Trade and other payables:
– amounts owed to group undertakings
– other financial liabilities
Total financial liabilities
Interest rate repricing gap
Not more than
3 months
£’000
After 3 months
but not more
than 6 months
£’000
After 6 months
but not more
than 1 year
£’000
After 1 year
but not more
than 5 years
£’000
After 5 years
£’000
Non-interest-
bearing
£’000
Total
£’000
–
–
–
579
19,060
19,639
–
–
–
19,639
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
7,376
–
7,376
–
148,380
965
5
156,726
148,380
1,544
19,065
176,365
–
149,606
149,606
7,120
–
149,606
149,606
26,759
Not more than
3 months
£’000
After 3 months
but not more
than 6 months
£’000
After 6 months
but not more
than 1 year
£’000
After 1 year
but not more
than 5 years
£’000
After 5 years
£’000
Non-interest-
bearing
£’000
Total
£’000
–
10,000
–
575
12,606
23,181
–
–
–
23,181
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
5,728
–
5,728
10,000
107,835
1,964
5
115,532
107,835
2,539
12,611
138,713
–
121,956
121,956
(6,424)
–
121,956
121,956
16,757
A 1% parallel increase or decrease in the sterling yield curve would have no impact on profit after tax or equity (2020: no impact).
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Rathbones Group Plc Report and accounts 2021
Company financial statements
Notes to the company financial statements continued
56 Financial instruments continued
(iii) Market risk
Interest rate risk
Cash flow interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest
rates. Fair value interest rate risk is the risk that the value of a financial instrument will fluctuate because of changes in market interest rates.
The company’s principal exposure to cash flow interest rate risk arises from the mismatch between the repricing of its financial assets
and liabilities.
The table below shows the repricing profile of the company’s financial assets and liabilities, stated at their carrying amounts, categorised by
the earlier of contractual repricing or maturity dates.
After 3 months
After 6 months
Not more than
but not more
but not more
3 months
than 6 months
than 1 year
£’000
£’000
£’000
After 1 year
but not more
than 5 years
£’000
After 5 years
£’000
Non-interest-
bearing
£’000
Total
£’000
At 31 December 2021
Assets
Other investments:
– equity securities
– money market funds
Trade and other receivables:
– amounts owed by group undertakings
– other financial assets
Balances at banks
Total financial assets
Liabilities
Trade and other payables:
– other financial liabilities
Total financial liabilities
Interest rate repricing gap
– amounts owed to group undertakings
At 31 December 2020
Assets
Other investments:
– equity securities
– money market funds
Trade and other receivables:
– amounts owed by group undertakings
– other financial assets
Balances at banks
Total financial assets
Liabilities
Trade and other payables:
– other financial liabilities
Total financial liabilities
Interest rate repricing gap
– amounts owed to group undertakings
–
–
–
–
–
–
–
–
–
–
–
579
19,060
19,639
19,639
10,000
575
12,606
23,181
23,181
After 3 months
After 6 months
Not more than
but not more
3 months
than 6 months
£’000
£’000
but not more
than 1 year
£’000
After 1 year
but not more
than 5 years
£’000
After 5 years
£’000
Non-interest-
bearing
£’000
Total
£’000
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
7,376
7,376
148,380
148,380
965
5
1,544
19,065
156,726
176,365
–
–
–
–
149,606
149,606
7,120
149,606
149,606
26,759
5,728
–
5,728
10,000
107,835
107,835
1,964
5
2,539
12,611
115,532
138,713
–
121,956
121,956
(6,424)
–
121,956
121,956
16,757
A 1% parallel increase or decrease in the sterling yield curve would have no impact on profit after tax or equity (2020: no impact).
The company has assessed the impact of climate change on the carrying amount of its financial assets and liabilities at the year end, and
considers there to be no material impact.
Foreign exchange risk
The company does not have any material exposure to transactional foreign exchange risk. The table below summarises the company’s
exposure to foreign currency translation risk at 31 December 2021. Included in the table are the company’s financial assets and liabilities,
at carrying amounts, categorised by currency.
At 31 December 2021
Assets
Other investments:
– equity securities
– money market funds
Trade and other receivables:
– amounts owed by group undertakings
– other financial assets
Balances at banks
Total financial assets
Liabilities
Trade and other payables:
– amounts owed to group undertakings
– other financial liabilities
Total financial liabilities
Net on-balance-sheet position
At 31 December 2020
Assets
Other investments:
– equity securities
– money market funds
Trade and other receivables:
– amounts owed by group undertakings
– other financial assets
Balances at banks
Total financial assets
Liabilities
Trade and other payables:
– amounts owed to group undertakings
– other financial liabilities
Total financial liabilities
Net on-balance-sheet position
Sterling
£’000
US dollar
£’000
Euro
£’000
Total
£’000
7,376
–
148,380
1,425
19,065
176,246
–
149,488
149,488
26,758
–
–
–
119
–
119
–
119
119
–
–
–
–
–
–
–
–
–
–
–
7,376
–
148,380
1,544
19,065
176,365
–
149,607
149,607
26,758
Sterling
£’000
US dollar
£’000
Euro
£’000
Total
£’000
5,728
10,000
107,835
2,421
12,611
138,595
–
121,838
121,838
16,757
–
–
–
118
–
118
–
118
118
–
–
–
–
–
–
–
–
–
–
–
5,728
10,000
107,835
2,539
12,611
138,713
–
121,956
121,956
16,757
A 10% weakening of the US dollar against sterling would have reduced equity and profit after tax by £nil in 2021 (2020: £nil). A 10%
strengthening of the US dollar would have had an equal and opposite effect. This analysis assumes that all other variables, in particular
other exchange rates, remain constant.
Price risk
The group’s exposure to price risk, all of which is through the company’s holdings of equity investment securities, is described in note 33.
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Notes to the company financial statements continued
56 Financial instruments continued
Fair values
The table below analyses financial instruments measured at fair value into a fair value hierarchy based on the valuation technique used to
determine the fair value:
— Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.
— Level 2: inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly or indirectly.
— Level 3: inputs for the asset or liability that are not based on observable market data.
At 31 December 2021
Assets
Fair value through profit or loss:
– equity securities
– money market funds
At 31 December 2020
Assets
Fair value through profit or loss:
– equity securities
– money market funds
Level 1
£’000
Level 2
£’000
Level 3
£’000
Total
£’000
7,376
–
7,376
Level 1
£’000
–
–
–
–
–
–
Level 2
£’000
Level 3
£’000
7,376
–
7,376
Total
£’000
5,728
–
5,728
–
10,000
10,000
–
–
–
5,728
10,000
15,728
The company recognises transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has
occurred. There have been no transfers between levels during the year (2020: none).
Details of the methods and assumptions used to determine the fair values of the financial assets in the above table, along with how reasonably
possible changes to the assumptions affect these fair values, are provided in note 33 to the consolidated financial statements.
The fair values of the company’s financial assets and liabilities are not materially different from their carrying values, with the exception of
equity investments in subsidiaries, which are carried at historical cost (note 45).
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Rathbones Group Plc Report and accounts 2021
Company financial statements
Notes to the company financial statements continued
56 Financial instruments continued
Fair values
determine the fair value:
At 31 December 2021
Assets
Fair value through profit or loss:
– equity securities
– money market funds
At 31 December 2020
Assets
Fair value through profit or loss:
– equity securities
– money market funds
Level 1
£’000
Level 2
£’000
Level 3
£’000
Total
£’000
–
–
–
7,376
–
7,376
Level 1
£’000
Level 2
£’000
Level 3
£’000
5,728
–
5,728
–
10,000
10,000
–
–
–
–
–
–
7,376
–
7,376
Total
£’000
5,728
10,000
15,728
The company recognises transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has
occurred. There have been no transfers between levels during the year (2020: none).
Details of the methods and assumptions used to determine the fair values of the financial assets in the above table, along with how reasonably
possible changes to the assumptions affect these fair values, are provided in note 33 to the consolidated financial statements.
The fair values of the company’s financial assets and liabilities are not materially different from their carrying values, with the exception of
equity investments in subsidiaries, which are carried at historical cost (note 45).
The table below analyses financial instruments measured at fair value into a fair value hierarchy based on the valuation technique used to
— safeguard the company’s ability to continue as a going concern so that it can continue to provide returns for shareholders and benefits for
— Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.
— maintain a strong capital base to support the development of its business.
other stakeholders
— Level 2: inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly or indirectly.
— Level 3: inputs for the asset or liability that are not based on observable market data.
For monitoring purposes, the company defines capital as distributable reserves (see note 44). The company monitors the level of distributable
reserves on a monthly basis and compares this to forecast dividends. Capital is distributed to the company from operating subsidiaries on
a timely basis to ensure sufficient capital is maintained. The board of directors monitors the level of capital held in relation to forecast performance,
dividend payments and wider plans for the business, although formal quantitative targets are not set.
57 Capital management
The company’s objectives when managing capital are to:
There were no changes in the company’s approach to capital management during the year.
58 Contingent liabilities and commitments
The company had no contingent liabilities or commitments at the year end (2020: £nil).
59 Related party transactions
Rathbones Group Plc is considered to be the ultimate controlling party.
Transactions with key management personnel
The remuneration of the key management personnel of the company, who are defined as the company’s directors and other members of
senior management who are responsible for planning, directing and controlling the activities of the company, is set out below.
Short-term employee benefits
Other long-term benefits
Share-based payments
2021
£’000
2,114
178
382
2,674
2020
£’000
1,435
50
550
2,035
Dividends totalling £229,000 were paid in the year (2020: £98,000) in respect of ordinary shares held by key management personnel and their
close family members.
All amounts outstanding with related parties are unsecured and will be settled in cash. No guarantees have been given or received.
No provisions have been made for doubtful debts in respect of the amounts owed by related parties.
Other related party transactions
During the year, the company entered into the following transactions with its subsidiaries:
Interest
Charges for management services
Dividends received
2021
2020
Receivable
£’000
972
55,574
65,000
121,546
Payable
£’000
–
–
–
–
Receivable
£’000
–
209,878
58,000
267,878
Payable
£’000
–
–
–
–
The company’s balances with fellow group companies at 31 December 2021 are set out in notes 47 and 50.
The company’s transactions with the pension funds are described in note 54. At 31 December 2021, no amounts were due from the pension
schemes (2020: £nil).
All transactions and outstanding balances with fellow group companies are priced on an arm’s-length basis and are to be settled in cash.
None of the balances are secured and no provisions have been made for doubtful debts for any amounts due from fellow group companies.
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213
Notes to the company financial statements continued
60 Cash and cash equivalents
For the purposes of the company statement of cash flows, cash and cash equivalents comprise the following balances with less than three
months until maturity from the date of acquisition:
Cash at bank (excluding amounts held by employee benefit trust)
2021
£’000
19,065
2020
£’000
12,611
A reconciliation of the movements of liabilities to cash flows arising from financing activities is provided in note 38 to the consolidated
financial statements.
61 Events after the balance sheet date
There have been no material events occurring between the balance sheet date and the date of signing this report.
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Rathbones Group Plc Report and accounts 2021
Company financial statements
Notes to the company financial statements continued
60 Cash and cash equivalents
months until maturity from the date of acquisition:
For the purposes of the company statement of cash flows, cash and cash equivalents comprise the following balances with less than three
Cash at bank (excluding amounts held by employee benefit trust)
A reconciliation of the movements of liabilities to cash flows arising from financing activities is provided in note 38 to the consolidated
2021
£’000
2020
£’000
19,065
12,611
financial statements.
61 Events after the balance sheet date
There have been no material events occurring between the balance sheet date and the date of signing this report.
Further information
Five-year record
Operating income (and underlying operating income)1
Underlying profit before tax1
Profit before tax
Profit after tax
Equity dividends paid and proposed
Basic earnings per share
Diluted earnings per share
Underlying earnings per share1
Dividends per ordinary share
Equity shareholders' funds
Total funds under management and administration
2021
£’000
435,927
120,719
95,035
75,229
49,501
133.5p
129.3p
172.2p
81.0p
623,282
£68.2bn
2020
£’000
366,088
92,530
43,779
26,652
38,728
49.6p
47.6p
133.3p
72.0p
513,827
£54.7bn
2019
£’000
348,071
88,673
39,652
26,923
37,714
50.3p
48.7p
132.8p
70.0p
485,393
£50.4bn
2018
£’000
311,963
91,558
61,306
46,169
35,204
88.7p
86.2p
142.5p
66.0p
325,550
£44.1bn
2017
£’000
286,049
87,520
58,901
46,829
30,429
92.7p
91.9p
138.8p
61.0p
363,278
£39.1bn
1. A reconciliation between the underlying measure and its closest IFRS equivalent for the current year and the prior year is shown in table 4 on page 34
Corporate information
Principal trading names
Offices
Websites
Investment management
Rathbone Investment Management
Rathbone Investment Management
International
Rathbone Greenbank Investments
Rathbone Trust Company
Rathbone Trust Legal Services
Vision Independent Financial Planning
Castle Investment Solutions
Saunderson House
17
rathbones.com
rathboneimi.com
rathbonegreenbank.com
Unit trusts
Rathbone Unit Trust Management
2
rathbones.com
rutm.com
Company secretary and registered office
A Johnson
Rathbones Group Plc
8 Finsbury Circus
London
EC2M 7AZ
Company No. 01000403
www.rathbones.com
ali.johnson@rathbones.com
Registrars and transfer office
Equiniti
Aspect House
Spencer Road
Lancing
West Sussex
BN99 6DA
www.equiniti.com
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215
215
Our offices
Head office
8 Finsbury Circus
London
EC2M 7AZ
+44 (0)20 7399 0000
Investment Management
8 Finsbury Circus
London
EC2M 7AZ
+44 (0)20 7399 0000
1 Albert Street
Aberdeen
AB25 1XX
+44 (0)1224 218 180
The Colmore Building
20 Colmore Circus
Queensway
Birmingham
B4 6AT
+44 (0)121 233 2626
10 Queen Square
Bristol
BS1 4NT
+44 (0)117 929 1919
North Wing, City House
126–130 Hills Road
Cambridge
CB2 1RE
+44 (0)1223 229 229
1 Northgate
Chichester
West Sussex
PO19 1AT
+44 (0)1243 775 373
28 St Andrew Square
Edinburgh
EH2 1AF
+44 (0)131 550 1350
The Senate
Southernhay Gardens
Exeter
EX1 1UG
+44 (0)1392 201 000
Vision House
Unit 6A Falmouth
Business Park
Bickland Water Road
Falmouth
Cornwall
TR11 4SZ
+44 (0)1326 210904
.
216
Rathbones Group Plc Report and accounts 2021
Funds
8 Finsbury Circus
London
EC2M 7AZ
+44 (0)20 7399 0000
Port of Liverpool Building
Pier Head
Liverpool
L3 1NW
+44 (0)151 236 6666
George House
50 George Square
Glasgow
G2 1EH
+44 (0)141 397 9900
26 Esplanade
St Helier
Jersey
JE1 2RB
Channel Islands
+44 (0)1534 740500
The Stables
Levens Hall
Kendal
Cumbria
LA8 0PB
+44 (0)1539 561 457
Port of Liverpool Building
Pier Head
Liverpool
L3 1NW
+44 (0)151 236 6666
48 High Street
Lymington
SO41 9AG
+44 (0)1590 647 657
Earl Grey House
75–85 Grey Street
Newcastle upon Tyne
NE1 6EF
+44 (0)191 255 1440
Fiennes House
32 Southgate Street
Winchester
SO23 9EH
+44 (0)1962 857 000
Saunderson House
1 Long Lane
London
EC1A 9HF
+44 (0)20 7315 6500
Further information It is important to us that all materials used in the production
of this document are environmentally sustainable.
The forest-based material in this report is recycled.
Both the printer and paper manufacturer are certified to
the ISO 14001 environmental standard.
Once you have finished with this report please recycle it.
Rathbones Group Plc
8 Finsbury Circus, London, EC2M 7AZ
+44 (0)20 7399 0000
rathbones.com
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