Section 172 Statement

The following Section 172 Statement can be found in the Annual Report and Financial Statements for BPL (Holdings) Ltd for the year ended 31 March 2024. The full Annual Report and Financial Statements can be found at Companies House here.

Section 172 Statement

The Section 172(1) Statement requires directors to disclose how they have met their duties under Section 172 and which would most likely promote the success of the company for the benefit of its stakeholders. During the year the directors have had regard to the following matters when performing their duty under Section 172:

1. The likely consequence of any decisions in the long-term;

2. The interests of the wider Group’s employees;

3. The need to foster the Group’s business relationships with suppliers, customers and others;

4. The impact of the Group’s operations on the community and the environment;

5. The aim of the Group is to maintain a reputation for high standards of business conduct; and

6. The need to act fairly between members of the Group.

The directors of the Company maintain regular contact with both shareholders and employees of the companies within the Group. This allows directors to appreciate the context of current projects and to be on hand to assist and advise where necessary. The culture that the Company and wider Group strives for and the way that the Group works means that there is regular communication with its key stakeholders. Management drives the desired culture throughout the Group, this having been set by the Company’s directors who are additionally responsible for setting high standards of business conduct to ensure that the commitment to stakeholders is met. This is achieved by continuously delivering a quality service to clients, and by maintaining a culture of empowerment by putting the employees first, providing agility, and embracing the integrity of the employees and supporting their aspirations.

The Company’s long-term model reflects the determination to share successes and to grow in a responsible, sustainable way. This goes beyond direct environmental and societal impacts; it impacts the products the Group’s  companies offer, the talent hired, and how it manages its future. The Group is determined to reduce its environmental impact as much as it can – continuing to embed reducing, replacing and recycling practices, as well as commencing the process of building its net-zero roadmap. The Company also wishes to support society and manages this through supporting fundraising and volunteering, a commitment to protect the environment and corporate donations to charitable causes overseen by the Company’s Charity Committee.

The Board ensures that it addresses the S172 requirements by allocating responsibility for specific areas to senior management, conducting Board and committee meetings with the use of clear agendas, discussion and review of appropriate Board papers, budgeting and reforecasting, and strategy events. Decisions discussed and reached in Board meetings are reported against agreed strategic objectives set annually.

Key stakeholders are identified during Board and committee meetings and stakeholder engagement takes place in numerous forms; the Board receives quarterly reports from senior management staff which include a full overview of the subsidiary company activity, including a strategic update, financial performance, business updates, regulatory and legal matters, risks, errors and omissions, client updates and team updates. Actions resulting from discussion of these reports are agreed and then shared with stakeholders as appropriate.

Our stakeholders

Clients

Why the Company engages

The Group’s companies advise on and intermediate large and complex insurance transactions. In doing so, it is clear that policyholders and prospective policyholders are its clients. They act exclusively and unambiguously for their clients as their agent, providing the highest levels of service and advice at all times and trying to obtain the best pricing and terms from insurers. In fulfilling this role to clients, they also, like many transacting intermediaries, provide services to insurers. While the Group’s companies do not act for insurers or charge them for services, they are nevertheless aware of their obligations to treat insurers – as their clients’ counterparties – fairly and transparently.

Understanding clients’ needs and demands for credit and political risk insurance (“CPRI”), and tailoring the Company’s products and services accordingly, is vital to the Group’s long-term success as the leading specialist broker within CPRI. 

How the Company engages

The Group has a number of broking teams within it the subsidiary companies which take a very proactive and hands-on approach to engaging with clients, both through the handling of their day-to-day enquiries, policies and claims, and through providing them with broader market intelligence and data.

The digitalization of the CPRI market is also a key area of engagement with the Group’s clients to drive efficiencies in the insurance placement process and further enhance client service levels. The Group provides clients with access to BPL Sphere, its digital portfolio management solution, which gives clients full and immediate visibility across all their CPRI data, via a single portal. The  is also working with insurers to support efforts to digitalise the full insurance placement cycle via third party digital platforms.  

The Company’s Board closely monitors client servicing levels, business development activities, product development and other commercial initiatives in order to support sustainable growth over the long term. 

Employees

Why the Company engages

Empowerment of staff by putting them first is ultimately beneficial to clients too. Collaboration of employees’ knowledge and skills has a motivating effect on others and ensures the ongoing success of the Company by ensuring its clients are offered the most suitable solutions to their needs.

How the Company engages

The Group’s subsidiary company Boards engages with employees through regular update meetings, akin to an AGM but for staff only, as well as through an internal website and direct electronic correspondence. They strives to support employees’ ambitions by encouraging the completion of professional qualification exams, providing both financial support and time off to enable the completion of exams, and also awards generous exam completion bonuses. Recruiting the right people is vital to the continued success of the wider Group. The Group strives to ensure that its recruitment processes are free from bias and discrimination and the result of this is an approach which has resulted in it being able to attract and retain staff of the highest quality.

In August 2022, a complete review was undertaken of the Group’s people policies and a revised Employee Handbook was issued, reaffirming the commitment to equal opportunities. The policies were developed with a mindfulness on how BPL supports, encourages and instils inclusive behaviours, policies and practices which are supportive of individual needs.  A commitment has been given to undertake a complete review every two years and is due again for publication later in 2024.

The Group has also confirmed its commitment to developing a Diversity Equity and Inclusion (“DE&I”) proposition through a DE&I Strategy Paper, which was approved by the Board in June 2024.  The Strategy Paper includes a commitment to a two-year plan of deliverable actions.  In addition, continued support is provided to the DE&I Steering Group’s Employee Engagement Survey every two years, the next being due in the last calendar quarter of 2024. Employees are encouraged  to participate in external benchmarking of the Group’s culture through the Lloyd’s Cultural Survey.  This survey is a market wide pulse check on how people feel about working for their specific subsidiary company and the Lloyd’s Market in general.  A first quartile position against its peers was achieved in 2024, for its culture and how its employees feel about working for the Group, a position it will continue to strive to maintain. 

Employees are supported when working from home and the Group promotes a hybrid working model with a combination of office, home and core hours by facilitating the acquisition of the necessary home-working equipment to ensure their roles could be performed as seamlessly as possible. Video-conferencing software has been made available to all staff to ensure that easy and regular contact can be maintained with their peers and reporting lines. The aim has been to create a sense of balance between the home and office, and we have seen an increase in the sense of wellbeing amongst our employees as a result. Their mental and physical wellbeing has improved and their ability to manage the demands of work and home, easier to achieve. This sense of wellbeing is known to be a key component of inclusivity and fostering a culture of trust and acceptance and is checked via periodic pulse check surveys to hear feedback on our employees’ health and wellbeing.

Facilitating this, the Group’s HR platform allows staff to book their time off more easily, be that for holidays, study and medical leave, as well as booking office-working time. The platform also gives staff access to details of the various insurances and other benefits that the Group has provided for them free of charge and how to access these. It also acts as a portal to enable management to quickly communicate Group news and developments to all staff and issue feedback on surveys.

The DE&I Steering Group reports to this company’s  Board via the Operations Committee, and to our Finance, Risk, Audit and Compliance Committee (“FRACC”) via the identification of DE&I and culture risks on our Risk Register. All Groups, Committees and Boards meet on a quarterly basis to approve recommendations made by each and to ensure oversight.

The DE&I Steering Group is made up of committed volunteers from across the Group’s companies and represents the diverse nature of our people. It is representative of all levels of hierarchy in the business from trainees, brokers, operational specialists and Board directors. We have achieved a diverse group who represent different genders, ages, ethnicities, the LGBTQ+ community and the neurodiverse. This has created an enthusiasm and energy to achieve meaningful progress. This again evidences our culture and work continues to strengthen this further.

Suppliers                                                

Why the Company engages

Long-term, robust working relationships with suppliers provide stability to the Company’s operations.

How the Company engages

Thorough due diligence is conducted on all prospective suppliers to ensure that the service they claim to be able to provide is the reality for the Group’s companies. Comparisons to alternate suppliers are made to ensure that those ultimately chosen provide the best blend of value and customer service to all subsidiaries. Significant capital expenditure is first discussed at Board level. A procurement policy has been approved by the Group’s relevant committees which seeks to ensure that supplier relationships are regularly reviewed to ensure ongoing fitness for purpose and value for money, as part of the Group’s sustainability initiatives.

The Group abides by the Modern Slavery Statement and is committed to ensuring that its business dealings are carried out in compliance with relevant laws and, in doing so, the Group endorses the implementation and promotion of ethical business practices to protect workers from being abused and exploited. 

Communities and the environment

Why the Company engages

All Group companies recognise the importance of sustainability to their key stakeholders and are committed to supporting local communities and reducing their environmental impact.

How the Company engages

The Group’s Charity Committee exists to oversee and channel the Group’s corporate charitable donations and forge partnerships with organisations which align with causes close to colleagues anywhere in the world, and where the Company’s support can make a meaningful impact.

In addition, the Charity Committee exists to encourage employee engagement in its activities and in those organisations which the Group is supporting. All employees are entitled to 2 days for charitable volunteering each year for organisations of their choice, and the Group match-funds employee donations up to £500 each per year.

The Committee’s overriding focus is to support charities that work to promote human welfare. In line with the above, in recent years the Group has particularly focused on charities that work to further training, skills and employment opportunities for people from challenging and disadvantaged backgrounds, especially young people, both in the UK and overseas.

In the financial year end to 31 March 2024, the Group donated over £300,000 to charitable causes. This included donations to its main charity partners: Alzheimer’s Society, Insulate Ukraine, Justice & Care, Bedford & District Cerebral Palsy Society (now known as Embrace), East End Community Foundation and the Nick Kilhams Foundation. The Group also made donations to the humanitarian appeals of the British Red Cross as well as a number of other smaller organisations local to the Group’s employees.

In recent years, progress has been made at BPL to identify and address our Corporate Social Responsibilities (“CSR”) and our Environmental, Social and Governance (“ESG”) obligations. In August 2023, we published our second Carbon Reduction Plan in accordance with the UK Government’s PPN 06/21 and associated guidance and reporting standard for Carbon Reduction Plans. In 2024, we engaged a professional services firm to conduct a group-wide GHG reporting exercise to encompass all geographical offices (our GHG reporting had previously been focused solely on the UK), after which we will publish our latest Carbon Reduction Plan, together with a Net Zero Roadmap.

We are working to establish our demographics and recognise how diverse a company we are and how we can make proactive steps to promote access, development, and inclusivity. We are conscious that any decisions within the CSR and ESG space are followed by meaningful actions that are reported. Our work continues as we stay focused on this important area for our business.

These initiatives as detailed in our Social Values Report 2022 and our ESG policy, aim to promote and reaffirm our culture of belonging and opportunity for all, whilst recognising the important role business has in addressing wider global environmental and social issues and promoting positive change. We have engaged with the Lloyd’s market and wider Insurance networks and specialised outside organisations, to develop our commitment to a series of actions. The Group has recently partnered with VisionPath and the East End Community Foundation and continues our longstanding partnership with the Resurgo Trust (a UK-registered charity) to support our ambitions for social mobility and integration within the Insurance sector. We are also committed to our work with Ambitious About Autism to promote work opportunities and support for the neurodiverse. In addition, we partner with the Employers Network for Equality & Inclusion who guide, support and challenge the business in relation to CSR policy and practice. They also provide support to ensure we remain culturally mindful in the CSR, ESG and DE&I space given our global presence.  We also have representation at the Lloyd’s Corporation’s Equality, Diversity and Inclusion Forum.

Regulators

Why the Company engages

As insurance intermediaries in the financial services sector, the Group’s subsidiaries operate in highly regulated environments and are subject to the oversight and supervision by regulators in the jurisdictions within which they operate.

How the Company engages

The Group’s UK subsidiary is authorised and regulated by the Financial Authority Conduct (“FCA”) and has an open and transparent communication with the FCA, engaging with the UK regulator as required or requested, and in compliance with Principle 11 of the FCA Handbook. The Group’s other subsidiaries and/or branches outside the UK are licensed to operate in their respective jurisdictions: France, New York, Singapore, Hong Kong and Switzerland. The Group engages with regulators in these jurisdictions as needed. In June 2023, the UK Branch of the Company’s French subsidiary was authorised in the UK by the FCA in advance of the closure of the UK Temporary Permissions Regime (“TPR”), under which it had been operating since the end of the Brexit transition period on 31 December 2020.

The Group’s regulatory communications and liaison are managed by the Compliance Department. The Compliance Director is a member of the Group’s FRACC and provides quarterly updates to the committee, with significant matters escalated to the Board as necessary.

Shareholders

Why the Company engages

The Company finds itself in the relatively unique position of being entirely employee-owned which makes dialogue with shareholders even more important for its Board bearing in mind that implicitly a good deal of its employees will be shareholders: there is a high degree of circuity at play in that a satisfied shareholder means a satisfied employee that in turn will strive for greater success leading to greater reward for that individual in the form of their stake becoming more valuable. Hence the Company’s Board understanding the importance of providing information to shareholders regularly so that they are able to fully understand how the investment of their remuneration stands to provide them with both future income from distributions and long-term capital growth.

How the Company engages

The Company holds “town hall” meetings that all staff and shareholders are freely able to attend. These act as interim annual general meetings (with a formal AGM taking place each October), allowing senior management (Executive Chairman, CEO CFO) to update all in attendance on the progress of the Group, any new developments or initiatives that may impact them, and current financial performance. For those unable to attend, these meetings are recorded and posted on the Group’s internal website for replay at employees’ convenience.