CAPÍTULO IV: LA PROPUESTA
4.2. ESTUDIO TÉCNICO
4.3.4. PUNTO DE EQUILIBRIO
111 Directors’ Remuneration Report
135 Directors’ Report
Glen Moreno (72)
Joined the Board in January 2015 and became Chairman in May 2015 Chair of the Nomination Committee
Skills and experience:
Glen has over 40 years’ experience in business and finance gained from senior positions in a wide range of industries. Glen’s deep financial services knowledge and experience, leadership qualities and standing with key stakeholders made him the unanimous choice of the Board to become Chairman of Virgin Money.
External appointments:
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Non-Executive Director of Fidelity International Limited.Former key appointments:
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Chairman of Pearson plc (2005 to 2015);›
Deputy Chairman of the Financial Reporting Council (FRC) (2010 to 2014);›
Senior Independent Director at Lloyds Banking Group plc and Deputy Chairman in the latter part of his tenure (2010 to 2012);›
Acting Chairman of UK Financial Investments Limited (2009);›
Senior Independent Director at Man Group plc (2001 to 2009); and›
Chief Executive of FidelityInternational Limited (1987 to 1991).
Norman McLuskie (71)
Joined the Board in January 2010 Chair of the Audit Committee Member of the Nomination Committee, the Board Risk Committee and the
Skills and experience:
Norman has over 30 years of experience in financial services having served in a number of senior positions at Royal Bank of Scotland Group (RBS). He is a chartered accountant and has significant financial experience in the UK listed environment and so is well placed to carry out the SID and Chair of the Audit Committee roles for Virgin Money. Norman is a fellow of the Chartered Institute of Bankers in Scotland.
External appointments:
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None.Former key appointments:
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Non-Executive Director of RBS Insurance (2004 to 2010);›
Chairman of MasterCard Europe(2004 to 2007);
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Deputy Chief Executive at RBS (1998 to 2000); andColin Keogh (62)
Joined the Board in January 2010 Chair of the Board Risk Committee Member of the Audit Committee and the Nomination Committee
Skills and experience:
Colin has spent his entire career in financial services, principally at Close Brothers where he worked for 24 years and held a number of senior management and board positions. His deep understanding of risk management, underpinned by his knowledge of banking operations, is invaluable in his role as Chair of the Board Risk Committee. Colin is a barrister of law.
External appointments:
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Senior Independent Director and Chair of the Remuneration Committee of Hiscox Limited; and›
Chairman of Premium Credit Limited.Former key appointments:
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Non-Executive Director of Brait SE, a specialist investment company listed in Johannesburg and Luxembourg (2010 to 2016);›
Non-Executive Director of New World Resources plc, a London listed mining company (2014 to 2015);›
Non-Executive Director of Emerald Plantation Group, Emerald Plantation Holdings Limited and Greenheart Group Limited (2013 to 2015); and›
Group Chief Executive of Close Brothers Group plc (2002 to 2009).Marilyn H Spearing (61)
Joined the Board in January 2014 Chair of the Remuneration Committee
Member of the Audit Committee, the Board Risk Committee and the Nomination Committee
Skills and experience:
Marilyn has extensive financial services experience, particularly in managing organisational, operational and structural change. Marilyn became Chair of the Remuneration Committee in January 2016. Her strong understanding of remuneration and risk governance makes her ideal for that role. During her executive career, Marilyn also specialised in
payments, cash management and related technology platforms.
External appointments:
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None.Former key appointments:
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Global Head of Trade Finance and Cash Management at Deutsche Bank AG (2006 to 2012);›
Global Head of Payments and Cash Management at HSBC (1995 to 2006); and›
Positions on the Boards of SWIFT (UK) Limited (2005 to 2011) and VOCA Limited (2000 to 2005).Geeta Gopalan (51)
Joined the Board in June 2015 Member of the Audit Committee, the Board Risk Committee, the Remuneration Committee and the Nomination Committee
Skills and experience:
Geeta’s broad experience and knowledge of the financial services industry, particularly around payments and digital innovation, is invaluable to Virgin Money as the business develops new products and digital capability. She also has extensive experience of boards in a wide range of sectors. Geeta is a chartered accountant.
External appointments:
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Independent Non-Executive Directorof Vocalink Holdings Limited and its subsidiary Advanced Payment Technology Limited; and
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Non-Executive Member and Vice Chair of the England Committee of the Big Lottery Fund.Former key appointments:
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Chair of Monitise Europe, the AIM listed mobile payments company (2009 to 2010);›
Director of Payment Services with HBOS plc (2005 to 2007); and›
Managing Director, UK Retail Bank and Business Development Head EME at Citigroup (2002 to 2005).Gordon McCallum (55)
Joined the Board in January 1998 Member of the
Nomination Committee
Skills and experience:
Gordon has extensive board, financial and general management experience across a range of sectors including media, telecommunications, financial services and renewables. He brings a breadth of experience gained from leading the strategic development of the Virgin Group from 1998 to 2012.
External appointments:
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Virgin-nominated Non-ExecutiveDirector at Virgin Atlantic Limited and Virgin Holidays Limited;
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Serves in a Non-Executive capacity on the boards of a number of non-Virgin companies. These include John Swire & Sons Limited and Hunter Boot Limited in the UK and the Advisory Board of Aldo Group in Canada; and›
Senior advisory role to private equity firm, Searchlight Capital.Former key appointments:
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Various senior executive positions at the Virgin Group (1998 to 2015); andPatrick McCall (51)
Joined the Board in June 2012
Skills and experience:
Patrick has an extensive background in the finance, capital markets, retail, travel and healthcare sectors. He has significant experience at board level, as an Executive, Non-Executive and Chairman. He is a strong advocate for customers, the Virgin brand and the application of new products and technology, all of which are aligned with Virgin Money’s strategy. He also has considerable experience in complex project delivery and material outsourcing.
External appointments:
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Senior Managing Director of the Virgin Group; and›
Virgin nominated Non-ExecutiveDirector at Virgin Active, Virgin Rail Group, Virgin Trains East Coast, Virgin Galactic and OneWeb.
Former key appointments:
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Investment banker at SG Warburg (1987 to 1997).Jayne-Anne Gadhia, CBE (54)
Joined the Board in March 2007
Skills and experience:
Jayne-Anne has significant finance and banking experience, built up over a period of almost 30 years. Jayne-Anne’s commitment to building Britain’s best loved bank, along with her proven ability to build businesses and lead strong management teams, brings significant value to all stakeholders of Virgin Money. Jayne-Anne is a chartered accountant.
External appointments:
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Chair of Scottish Business in the Community1;›
Non-Executive Director of Business in the Community1;›
A number of advisory roles: Financial Services Advisory Board, Prime Minister’s Business Advisory Group and FCA Practitioner Panel Advisory Group; and›
Leading the government’s “Harnessing Talents of Women in Financial Services Review”.Former key appointments:
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RBS Retail Executive Board where she was responsible for the RBS Group’s mortgage business (2001 to 2007);›
Became one of the founders of VirginDirect before launching the market- leading Virgin One account in 1998 (1995 to 2001); and
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Marketing director of Norwich Union’s Unit Trust business (1987 to 1995).Katie Marshall (38)
Appointed September 2013
Skills and experience:
A qualified solicitor, Katie joined Virgin Money in 2009, following ten years as a corporate lawyer at Eversheds LLP. Katie has experience of a wide range of corporate transactions and governance matters. Katie was appointed Company Secretary in September 2013.
Jayne-Anne joined the Board in March 2007 as Chief Executive. Further details can be found on page 77.
Jayne-Anne Gadhia, CBE (54)
Chief Executive
Dave Dyer (59)
Chief Financial Officer
Dave is an accountant and qualified whilst employed with Citibank. Following his MBA, Dave worked at Touche Ross, before joining Somerfield Supermarkets as commercial director, moving to RBS in 1994. At RBS, Dave played a central role in the creation of the Virgin One account and in 1999 became its Finance Director. In 2006, Dave became Finance Director, mortgages within RBS. In 2007, Dave joined Virgin Money as Chief Financial Officer (CFO) and subsequently became Strategy Director in 2009. Dave was reappointed to the role of CFO in September 2015. Dave will hold this position until he hands over responsibilities to the CFO designate, Peter Bole.
Marian Martin (48)
Chief Risk Officer
Marian is a chartered accountant and qualified with Ernst and Young. She joined the Britannia Building Society where she was internal audit manager, before spending four years at the Britannic Group where she was head of group audit and risk. Marian joined RBS in 2004 and served as Risk Director of the RBS Group’s consumer finance businesses, the mortgage business and then Tesco Personal Finance. Marian joined Virgin Money in 2007.
Matt Elliott (42)
HR Director
Matt’s early career was at RBS, where he worked on HR policy and employment issues, before supporting the HR transformation programme following the acquisition of NatWest. Matt held senior HR roles in several RBS operating businesses including the Consumer Finance division and Tesco Personal Finance. In 2007, Matt moved to BP as senior manager for corporate and functions before becoming HR Vice President for BP in North Africa. He joined Virgin Money in 2011.
Michele Greene (50)
Director of Strategic Development
Michele is a chartered accountant and qualified with KPMG. She spent three years at Credit Lyonnais as a financial accountant before joining Goldman Sachs as group accountant. Michele spent over 15 years at MBNA, most recently as CFO, where she was a member of the board and closely involved in setting the strategic direction of the business. Michele joined Virgin Money in October 2013.
Richard Hemsley (51)
Chief Banking Officer
Richard is a qualified banker and has over 30 years’ experience across the industry within the UK. He joined NatWest in 1983 working across retail and corporate banking, fund management and major change programmes. After the acquisition of NatWest by RBS in 2000, he worked in operations becoming the group Chief Operations Officer (COO) in 2008, leading a global team of over 40,000 people, and then COO of transaction and international banking in 2011. Immediately prior to joining Virgin Money in January 2015, Richard was Managing Director of Lombard, the UK’s largest asset finance business.
Andrew Emuss (46)
General Counsel
Andrew qualified as a solicitor in 1996. He started his career at Clifford Chance, qualifying as a corporate lawyer, and has spent almost 20 years leading corporate and capital markets deals. He spent over ten years at Nomura and served as its head of corporate development for EMEA, executing strategic deals. Andrew joined Virgin Money in June 2014.
Caroline Marsh (52)
Director of Culture
Caroline has over 29 years’ experience in banking. Her early career was at Barclays where she spent 12 years in management roles. In 1999, she joined Virgin One as sales director. Following the acquisition of Virgin One by RBS in 2001, Caroline became Sales and Operations Director for the RBS consumer finance business, before leading the bank’s intermediary mortgage business. Caroline returned to Virgin Money in 2007 as Sales Director and has led the cultural agenda for the Virgin Money business since the acquisition of Northern Rock in 2012.
“Our customer-focused strategy, underpinned by our culture and strong corporate governance, provides the foundation that makes Virgin Money an attractive investment.”