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REG - Quilter PLC - Annual Financial Report and Notice of Meeting

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RNS Number : 4936B  Quilter PLC  20 March 2025

20 March 2025

Quilter plc

 

Annual Report and Accounts 2024 and Notice of Annual General Meeting 2025

 

Quilter plc (the "Company") announces that copies of the following documents
have been submitted to the National Storage Mechanism and will shortly be
available for inspection at
http://data.fca.org.uk/#/nsm/nationalstoragemechanism:

 

 1.  Annual Report and Accounts 2024 (the "2024 Annual Report");
 2.  Notice of Annual General Meeting 2025 (the "Notice"); and
 3.  Forms of Proxy for the Annual General Meeting 2025.

 

These documents will be posted to shareholders on Wednesday 2 April 2025. The
2024 Annual Report is also available to view online at
plc.quilter.com/annualreport and the Notice is available online at
plc.quilter.com/gm.

 

Annual General Meeting

The Company's 2025 Annual General Meeting (the "2025 AGM") will be held on
Thursday 22 May 2025 at 11:00am (UK time) at Senator House, 85 Queen Victoria
Street, London EC4V 4AB. Please ensure you check plc.quilter.com/gm regularly
for up to date information about our AGM arrangements.

 

Key dates for shareholders

The table below shows the key dates for shareholders in respect of the 2025
AGM.

                                              Posting record date     Posting date            Last day to trade*    Proxy date for registered holders         Record date to attend and vote           Date of 2025 AGM
 Holdings on the London Stock Exchange        Thursday 20 March 2025  Wednesday 2 April 2025  -                     Tuesday 20 May 2025 at 11:00am (UK time)  Tuesday 20 May 2025 at 6:30pm (UK time)  Thursday 22 May 2025 at 11:00am (UK time)
 Holdings on the Johannesburg Stock Exchange  Thursday 20 March 2025  Wednesday 2 April 2025  Thursday 15 May 2025  Tuesday 20 May 2025 at 12:00pm (SA time)  Tuesday 20 May 2025 at 7:30pm (SA time)  Thursday 22 May 2025 at 12:00pm (SA time)

*Last Day to Trade is applicable only to holders on the Johannesburg Stock
Exchange. Holders can trade their shares up to the close of business on this
date and thereafter the register is closed for the purposes of determining
which holders are entitled to vote in respect of the 2025 AGM.

 

Market purchase of own shares

Pursuant to UK Listing Rule 9.6.4, in addition to renewing the Company's
existing authority to make market purchases of its own shares, the Company
announces that it intends to propose a resolution at the 2025 AGM seeking
authorisation to enter into contingent purchase contracts with each of: (a)
J.P. Morgan Equities South Africa Proprietary Limited; and (b) Goldman Sachs
International. The commercial purpose of this authority is to enable the
Company to purchase up to a maximum of 140,410,549 ordinary shares of the
Company which are currently listed on the Johannesburg Stock Exchange (such
maximum to be reduced by any purchases made pursuant to any general authority
of the Company to make market purchases of its own shares).

 

Full details in respect of the proposed resolution are set out in the Notice.

 

Additional information

Information required to be communicated in unedited full text is included in
the 2024 Annual Report which will shortly be available for inspection on the
National Storage Mechanism.

 

The following information is extracted from the 2024 Annual Report and should
be read in conjunction with the Quilter plc 2024 Full Year Results
announcement issued on Wednesday 5 March 2025. Both documents can be found at
plc.quilter.com/investor-relations and together constitute the material
required by DTR 6.3.5 to be communicated to the media in unedited full text
through a Regulatory Information Service. This material is not a substitute
for reading the 2024 Annual Report in full.

Principal risks and uncertainties

During 2024, the Quilter plc Board Risk Committee has overseen the
organisation's risk profile, focusing on the Level 1 risk categories, which
describe the principal areas of risk exposure for Quilter. The table below
sets out Quilter's principal risks and uncertainties, including Executive
Committee member ownership and key mitigants being implemented by management.
The risk trend noted is the overall residual risk trend (after the application
of risk controls) throughout 2024.

 

 Business strategy and performance                                                Primary risk owner           Mitigation in 2024                                                               Risk trend

 Quilter's principal revenue streams are related to the value of assets under     Chief Financial Officer      •     Continued successful cost reduction and maintenance of operating           Stable
 management and, as such, Quilter is exposed to the condition of global                                        margin within target.
 economic markets. Geopolitical risk remains elevated due to ongoing conflicts

 in Ukraine and the Middle East. These risks have the potential to impact the                                  •     Continuation of Wealth and Advice transformation programmes.
 global economy through increases in inflation, impacting economic growth and

 equity markets.                                                                                               •     Implementation of the Quilter Partners initiative and onboarding

                                                                                                             of initial partner firms.

                                                                                                             •     Relaunch of the Financial Adviser Academy.
 Throughout 2024, external economic conditions benefitted Quilter's business

 model, reflected in improved flows over the year. The changes implemented by
 the new Labour Government in the October 2024 Budget to taxation, spending,

 borrowing, and fiscal rules are being monitored for their effect on Quilter's                                 Planned and ongoing activity
 forward strategy.

                                                                                                             •   Activities to support adviser and Investment Manager retention.

                                                                                                             •   Ongoing management and delivery of business transformation programmes.
 Quilter has continued its transformation journey during 2024, through

 strategic initiatives relating to business efficiency, cost reduction and                                     •   Integration of NuWealth.
 proposition enhancement. Quilter's focus is to maintain the pace of strategic

 delivery and agility in order to continue to provide a compelling proposition
 in a rapidly changing industry.

 Business operation                                                               Primary risk owner           Mitigation in 2024                                                               Risk trend

 Operational complexity and the efficacy of controls and processes related to     Chief Operating Officer      •   Ongoing business simplification activity.                                    Stable
 the day-to-day running of the business pose an inherent risk to Quilter. This

 includes those processes which have been outsourced to third parties and where                                •   Enhancements to root cause analysis reporting, supporting improvement
 oversight is critical for Quilter to gain assurance over activities delegated                                 activity.
 outside of its direct control. Quilter's operations provide services to

 customers and, as such, need to be effective and resilient to ensure that good                                •   Enhancements to customer servicing workflow tools.
 customer outcomes are delivered and maintained. Quilter has continued to

 progress the enhancement of its operational environment and improving
 resilience across the business to ensure compliance with our operational

 resilience obligations.                                                                                       Planned and ongoing activity

                                                                                                               •   Operational transformation programme to further align and streamline
                                                                                                               operational processes across the Affluent segment.

                                                                                                               •   Stress-testing activities and further development of playbooks for
                                                                                                               significant resilience events.

                                                                                                               •   Maintenance and review of operational resilience arrangements,
                                                                                                               including our Important Business Services, to ensure continued alignment with
                                                                                                               regulatory requirements.

 Technology and security                                                          Primary risk owner           Mitigation in 2024                                                               Risk trend

 A stable, reliable, and up-to-date technology environment underpins the          Chief Operating Officer      •   After migrating the International business to Utmost in late 2023,           Stable
 delivery of Quilter's services to customers and advisers and ensures that
                            Quilter decommissioned related IT assets in early 2024, reducing the
 Quilter has technical resilience proportionate to its risk appetite.                                          organisation's risk profile.
 Disruption to the stability and availability of Quilter's technology, or that

 of its third parties, could result in damaging service outages and a potential                                •   A threat-led security testing approach was implemented which simulates
 breach of impact tolerances for Quilter's Important Business Services. The                                    real-world cyber attacks. Key parts of the Security Operations Centre were
 risk of an information security incident is a constant and evolving risk which                                brought in-house for better control and deeper understanding of Quilter's IT
 has                                                                                                           infrastructure and business model.

 the potential to impact Quilter's reputation, regulatory standing, and the
 services it provides to customers.

                                                                                                               Planned and ongoing activity

                                                                                                               •   Continuous evolution of controls to prevent and detect incidents. This
                                                                                                               ongoing effort, driven by a threat-led capability, enables Quilter to keep
                                                                                                               ahead of emerging threats and maintain robust security measures.

 Customer and product proposition                                                 Primary risk owner           Mitigation in 2024                                                               Risk trend

 Quilter's purpose is underpinned by having a suite of product propositions       Chief Distribution Officer   •    Evolution and enhancement of the oversight and reporting of customer        Stable
 which drive good customer outcomes and processes in place to ensure that
                            outcomes.
 foreseeable harm is identified and addressed. Oversight and reporting of

 customer outcomes has evolved and been enhanced in 2024, following
                            •    Introduction of a customer roadmap to drive improvements in customer
 implementation of the Consumer Duty in 2023. Delivery of quality advice and a                                 experience.
 high level of adviser conduct and competency, is essential. A lack of robust

 oversight by Quilter could lead to delayed identification of unsuitable advice                                •    Vulnerable customer training rolled out to all staff.
 or products resulting in poor outcomes for customers. As such, Quilter

 continually looks to improve its control environment in relation to the                                       •    A number of propositional developments including implementation of
 oversight of advice and remains focused on ensuring that products and services                                CashHub on Platform and continued alignment of investment proposition across
 are designed and maintained in line with the Consumer Duty.                                                   multi-asset funds.

                                                                                                               Planned and ongoing activity

                                                                                                               •   Continue to strengthen financial advice processes and supporting
                                                                                                               controls.

                                                                                                               •   Continued evolution of Quilter's products with a focus on retirement
                                                                                                               and protection propositions.

 Regulatory, tax and legal                                                        Primary risk owner           Mitigation in 2024                                                               Risk trend

 Quilter is subject to conduct and prudential regulation in the UK, provided by   Chief Risk Officer           •   Activity underway following delivery of the first Consumer Duty Board        Increasing
 the FCA and PRA, and by local regulators in the other jurisdictions in which                                  report and the mitigation of risk associated with the Ongoing Advice Review.
 it operates. This includes the Consumer Duty, which sets a higher standard of

 consumer protection in financial services. Quilter is also subject to the
 privacy regulations enforced by the Information Commissioner's Office and

 international equivalents. Quilter faces risks associated with compliance with                                Planned and ongoing activity
 these regulations, and changes to regulation or regulatory focus in the

 markets in which Quilter operates and other statutory requirements. Failure to                                •   Further process and control enhancements in association with the
 manage regulatory, tax or legal compliance effectively could result in                                        Skilled Person Review.
 censure, fines or prohibitions which could impact business performance and

 reputation.                                                                                                   •   Ongoing regulatory engagement and regulatory horizon scanning.

                                                                                                               •   Development of implementation plan for the upcoming changes to the UK
                                                                                                               Corporate Governance Code.

 People                                                                           Risk owner                   Mitigation in 2024                                                               Risk trend

 Quilter relies on its talent to deliver service to customers and to progress     HR Director                  •    Dependency and resource mapping to support strategic initiatives to         Stable
 strategic initiatives. Quilter's talent pool is key to the ongoing progress of                                identify and retain key capabilities.
 the Company by having a diverse range of staff and views that will provide the

 senior management of the future. We seek to proactively identify talent gaps                                  •    Development of Talent Strategy to support longer-term strategic
 to support the future capabilities required to implement Quilter's strategy.                                  ambition/initiatives.

                                                                                                               •   Culture and value transformation, including refreshed purpose and

                                                                                                             values.
 Ensuring that staff and management stand behind Quilter's values which

 underpin the culture of the firm is fundamental to a proactive, risk aware                                    •    Segment-specific and Quilter-wide communication to support greater
 firm which values its people and the need to uphold its regulatory                                            employee engagement
 obligations. Negative management culture and a lack of accountability can lead

 to inertia and a deterioration in control which puts both customers and the
 firm at risk.

                                                                                                               Planned and ongoing activity

                                                                                                               •   Ongoing talent management and succession programme.

                                                                                                               •   Ongoing regular employee engagement surveys.

                                                                                                               •   Ongoing all-employee conferences.

 

Statement of Directors' responsibilities in respect of the Annual Report and
the financial statements

The Directors are responsible for preparing the Annual Report and the Group
and Parent Company financial statements in accordance with applicable laws and
regulations.

 

Company law requires the Directors to prepare Group and Parent Company
financial statements for each financial year. Under that law, the Directors
have prepared the Group financial statements in accordance with UK-adopted
international accounting standards and the Parent Company financial statements
in accordance with United Kingdom Generally Accepted Accounting Practice
(comprising FRS 101 "Reduced Disclosure Framework" and applicable law). In
preparing the Group financial statements, the Directors have also elected to
comply with International Financial Reporting Standards issued by the
International Accounting Standards Board (IFRSs as issued by IASB).

 

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 the profit or loss of the Group
for that period. In preparing the financial statements, the Directors are
required to:

 

 ·                             select suitable accounting policies and then apply them consistently;
 ·                             state whether applicable UK-adopted international accounting standards and
                               IFRSs issued by IASB have been followed for the Group financial statements;
 ·                             state whether applicable United Kingdom Accounting Standards, comprising FRS
                               101, have been followed for the parent Company financial statements, subject
                               to any material departures disclosed and explained in the financial
                               statements;
 ·                             make judgements and estimates that are reasonable and prudent; and
 ·                             prepare the financial statements on the going concern basis unless it is
                               inappropriate to presume that the Group and Parent Company will continue in
                               business.

 

The Directors are responsible for safeguarding the assets of the Group and
Parent Company and hence for taking reasonable steps for the prevention and
detection of fraud and other irregularities.

 

The Directors are also responsible for keeping adequate accounting records
that are sufficient to show and explain the Group's and the Parent Company's
transactions and disclose with reasonable accuracy at any time the financial
position of the Group and Parent Company and enable them to ensure that the
financial statements and the Directors' Remuneration Report comply with the
Companies Act 2006.

 

The Directors are responsible for the maintenance and integrity of the Parent
Company's website. Legislation in the United Kingdom governing the preparation
and dissemination of financial statements may differ from legislation in other
jurisdictions.

 

Directors' confirmations

The Directors consider that the Annual Report and the Group and Parent Company
financial statements, taken as a whole, are fair, balanced and understandable
and provide the information necessary for shareholders to assess the Group's
and Parent Company's position and performance, business model and strategy.

 

Each of the Directors, whose names and functions are listed in the Governance
Report, confirm that, to the best of our knowledge:

 

 ·                             the Group financial statements, which have been prepared in accordance with
                               UK-adopted international accounting standards and IFRSs issued by IASB, give a
                               true and fair view of the assets, liabilities, financial position and profit
                               or loss of the Group;
 ·                             the Parent Company financial statements, which have been prepared in
                               accordance with United Kingdom Accounting Standards, comprising FRS 101, give
                               a true and fair view of the assets, liabilities and financial position of the
                               Parent Company; and
 ·                             the Strategic Report includes a fair review of the development and performance
                               of the business and the position of the Group and Parent Company, together
                               with a description of the principal risks and uncertainties that they face.

 

Signed on behalf of the Board

 

 Steven Levin              Mark Satchel

 Chief Executive Officer   Chief Financial Officer

 

5 March 2025

40: Related party transactions

In the normal course of business, the Group enters into transactions with
related parties. Loans to related parties are conducted on an arm's length
basis and are not material to the Group's results. There were no transactions
with related parties during the current year or the prior year which had a
material effect on the results or financial position of the Group.

 

40(a): Transactions with key management personnel

Key management personnel are those persons having authority and responsibility
for planning, directing and controlling the activities of the Group, directly
or indirectly, including any Director (whether executive or otherwise) of the
Group. Details of the compensation paid to the Board of Directors as well as
their shareholdings in the Company are disclosed in the Directors'
Remuneration Report.

 

40(a)(i): Key management personnel compensation

                                                  31 December 2024  31 December 2023

                                                  £'000             £'000
 Salaries and other short-term employee benefits  7,292             7,471
 Post-employment benefits                         98                83
 Share-based payments                             4,393             2,650
 Termination benefits                             365               -
 Total compensation of key management personnel   12,148            10,204

 

40(a)(ii): Key management personnel transactions

Key management personnel and members of their close family have undertaken
transactions with the Group in the normal course of business.

 

The Group's products are available to all employees of the Group on
preferential staff terms, the impact of which is immaterial to the Group's
financial statements. During 2024, key management personnel and their close
family members contributed £1 million (2023: £2 million) to Group pensions
and investments (in both internal and external funds). The total value of
investments in Group pensions and investment products by key management
personnel serving at any point during the year and their close family members
was £13 million at the end of the year (2023: £11 million).

 

As disclosed in the Directors' Report, the Company maintains Directors' and
Officers' Liability Insurance and third-party indemnity provisions are in
place for the benefit of the Company's Directors.

 

 

 

40(b): Associates

During 2023 and 2024, IT services were provided to the Group by 360 Dot Net
Limited, an associate of the Group. During 2024, Beals Mortgage and Financial
Services Limited, and its subsidiary, Clinton Kennard Associates Ltd became
associates of the Group. Beals Mortgage and Financial Services Limited and
Clinton Kennard Associates Ltd are also Appointed Representatives of the
Group. Transactions between the Group and its associates took place in the
normal course of business and had no material impact on the Group's financial
statements.

 

40(c): Other related parties

Details of the Group's staff pension schemes are provided in note 34.
Transactions between the Group and the Group's staff pension schemes are made
in the normal course of business.

- ends -

 

Enquiries:

 

 Investor Relations:

 John-Paul Crutchley   Tel: +44 (0)7741 385 251

 Company Secretary:

 Clare Barrett         Tel: +44 (0)207 002 7072

 Press:

 Tim Skelton-Smith     Tel: +44 (0)7824 145 076

 

Registrars:

 

 Shareholders on the UK Register:
 Equiniti                             Website: help.shareview.co.uk

                                      Tel: +44 (0)333 207 5953*

                                      Please use the country code when contacting Equiniti from outside the UK.

                                      *Lines are open Monday to Friday between 08:30 and 17:30 (UK time), excluding
                                      public holidays in England and Wales.

 Shareholders on the South African Register:
 JSE Investor Services (Pty) Limited  Email: investorenquiries@jseinvestorservices.co.za

                                      Tel: 086 140 0110/086 154 6566* (calling from South Africa)

                                      Tel: +27 11 029 0251/+27 11 029 0253* (calling from overseas)

                                      *Lines are open Monday to Friday between 08:00 and 16:30, excluding public
                                      holidays.

 

About Quilter plc:

Quilter plc is a leading provider of financial advice, investments and wealth
management, committed to being the UK's best wealth manager for clients and
their advisers.

 

Quilter oversees £119.4 billion in customer investments as at 31 December
2024.

 

It has an adviser and customer offering spanning: financial advice, investment
platforms, multi-asset investment solutions, and discretionary fund
management.

 

The business is comprised of two segments: Affluent and High Net Worth.

 

Affluent encompasses the financial planning business, Quilter Financial
Planning, the Quilter Investment Platform and Quilter Investors, the
multi-asset investment solutions business.

 

High Net Worth includes the discretionary fund management business, Quilter
Cheviot, together with Quilter Cheviot Financial Planning.

 

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