Charles Stanley Group PLC Directorate and Board Committee Changes (0931U)
November 30 2021 - 11:28AM
UK Regulatory
TIDMCAY
RNS Number : 0931U
Charles Stanley Group PLC
30 November 2021
Charles Stanley Group PLC
Directorate and Board Committee Changes
In accordance with Listing Rule 9.6.11, Charles Stanley Group
PLC (the "Company") announces the following Directorate and Board
Committee changes:
Andrew Didham
On 29 November 2021 Andrew Didham notified the Company of his
decision to retire from his role as an Independent Non-Executive
Director of the Company with effect from 16 December 2021.
Andrew joined the Company in 2015. He is the Company's Senior
Independent Director and Chair of the Remuneration Committee.
In accordance with Section 430 (2B) of the Companies Act 2006,
the Company confirms that no payments will be made to Andrew as a
result of his retirement from the Board. Andrew will continue to
receive his fees in line with his contractual terms.
The Company's Chairman, Sir David Howard, Bt. commented:
"The Board would like to acknowledge and to thank Andrew
sincerely for his valued contribution as an Independent
Non-Executive Director of Charles Stanley. He has played an
important role in supporting Charles Stanley over the last six
years, and in particular his commitment and skill have been pivotal
in developing its proposition for the benefit of all stakeholders.
Andrew leaves with our very best wishes."
Anna Troup
Anna Troup, an Independent Non-Executive Director of the Company
since October 2020, will replace Andrew Didham as Chair of the
Remuneration Committee with effect from 17 December 2021, subject
to regulatory approval. Anna will also become a member of the Audit
Committee from that date.
Marcia Campbell
Marcia Campbell will become a member of the Remuneration
Committee with effect from 17 December 2021. Marcia has been an
Independent Non-Executive Director of the Company since October
2017 and is Chair of the Risk Committee.
Following these changes becoming effective, the Company's Board
Committee memberships will be as follows:
Audit Committee Nomination Committee Remuneration Risk Committee
Committee
Hugh Grootenhuis Sir David Howard Anna Troup (Chair) Marcia Campbell
(Chair) (Chair) (Chair)
Marcia Campbell Marcia Campbell Hugh Grootenhuis Hugh Grootenhuis
Anna Troup Hugh Grootenhuis Marcia Campbell Anna Troup
Acquisition Update
As announced by the Company on 29 July 2021, the directors of
the Company and Raymond James Financial, Inc. ("Raymond James")
reached agreement on the terms of a recommended acquisition by
Raymond James UK Wealth Management Holdings Limited ("Bidco"), a
wholly-owned subsidiary of Raymond James, of the entire issued and
to be issued share capital of Charles Stanley (the "Acquisition"),
to be effected by way of a court-sanctioned scheme of arrangement
under Part 26 of the Companies Act 2006 (the "Scheme"), details of
which were set out in the Scheme Document published by the Company
on 25 August 2021 in connection with the Acquisition (the "Scheme
Document").
The Scheme remains subject (among other conditions) to the
Financial Conduct Authority (the "FCA") (i) giving written notice
in accordance with section 189(4) or 189(7) of the Financial
Services and Markets Act 2000 ("FSMA") of its approval of Bidco and
Raymond James acquiring control (within the meaning of section 181
of FSMA) of Charles Stanley & Co Limited ("Approval"); or (ii)
being treated as having given such Approval pursuant to section
189(6) of FSMA. This Approval has not been received to date but as
announced on 25 November 2021, in anticipation of the forthcoming
receipt of Approval, the Company has booked a Sanction Hearing to
sanction the Scheme, due to take place on 20 December 2021.
For further information, please contact:
Charles Stanley Peel Hunt KTZ Communications N.M Rothschild
Joanne Higginson Andrew Buchanan Katie Tzouliadis & Sons Limited
Head of Communications 020 3597 020 3178 6384 Jonathan Eddis
020 7149 6061 8680 Katie.tzouliadis@ktz.co.uk 020 7280 5000
Notes
Charles Stanley Group PLC, through its main operating company
Charles Stanley & Co. Limited, provides holistic wealth
management services to private clients, charities, trusts and
institutions. Its origins trace back to 1792 and the Group is one
of the oldest firms on the London Stock Exchange. The Group has a
national presence, with 26 locations and over 800 professionals.
Its wealth management services are provided directly to clients and
to intermediaries.
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