Prudential Regulation Authority Rulebook

6.1

A firm that is significant must:

1. (1) establish a nomination committee composed of members of the management body who do not perform any executive function in the firm;
2. (2) ensure that the nomination committee is able to use any forms of resources the nomination committee deems appropriate, including external advice; and
3. (3) ensure that the nomination committee receives appropriate funding.

[Note: Art. 88(2) of the CRD and Art. 9(1) of MiFID II]

6.2

A firm that has a nomination committee must ensure that the nomination committee:

1. (1) engage a broad set of qualities and competences when recruiting members to the management body and for that purpose puts in place a policy promoting diversity on the management body;
2. (2) identifies and recommends for approval, by the management body or by general meeting, candidates to fill management body vacancies, having evaluated the balance of knowledge, skills, diversity and experience of the management body;
3. (3) prepares a description of the roles and capabilities for a particular appointment, and assesses the time commitment required;
4. (4) decides on a target for the representation of the underrepresented gender in the management body and prepares a policy on how to increase the number of the underrepresented gender in the management body in order to meet that target;
5. (5) periodically, and at least annually, assesses the structure, size, composition and performance of the management body and makes recommendations to the management body with regard to any changes;
6. (6) periodically, and at least annually, assesses the knowledge, skills and experience of individual members of the management body and of the management body collectively, and reports this to the management body;
7. (7) periodically reviews the policy of the management body for selection and appointment of senior management and makes recommendations to the management body; and
8. (8) in performing its duties, and to the extent possible, on an ongoing basis, takes account of the need to ensure that the management body’s decision making is not dominated by any one individual or small group of individuals in a manner that is detrimental to the interest of the firm as a whole.

[Note: Art. 88(2) and Art. 91(10) of the CRD and Art. 9(1) of MiFID II]

6.3

A firm that does not have a nomination committee must engage a broad set of qualities and competences when recruiting members to the management body. For that purpose a firm that does not have a nomination committee must put in place a policy promoting diversity on the management body.

[Note: Art. 91(10) of the CRD and Art. 9(1) of MiFID II]

6.4

A firm that maintains a website must explain on the website how it complies with the requirements of this Chapter.

[Note: Art. 96 of the CRD]