RBS 2013 Annual Report Download - page 52
Download and view the complete annual report
Please find page 52 of the 2013 RBS annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.-
1
-
2
-
3
-
4
-
5
-
6
-
7
-
8
-
9
-
10
-
11
-
12
-
13
-
14
-
15
-
16
-
17
-
18
-
19
-
20
-
21
-
22
-
23
-
24
-
25
-
26
-
27
-
28
-
29
-
30
-
31
-
32
-
33
-
34
-
35
-
36
-
37
-
38
-
39
-
40
-
41
-
42
-
43
-
44
-
45
-
46
-
47
-
48
-
49
-
50
-
51
-
52
-
53
-
54
-
55
-
56
-
57
-
58
-
59
-
60
-
61
-
62
-
63
-
64
-
65
-
66
-
67
-
68
-
69
-
70
-
71
-
72
-
73
-
74
-
75
-
76
-
77
-
78
-
79
-
80
-
81
-
82
-
83
-
84
-
85
-
86
-
87
-
88
-
89
-
90
-
91
-
92
-
93
-
94
-
95
-
96
-
97
-
98
-
99
-
100
-
101
-
102
-
103
-
104
-
105
-
106
-
107
-
108
-
109
-
110
-
111
-
112
-
113
-
114
-
115
-
116
-
117
-
118
-
119
-
120
-
121
-
122
-
123
-
124
-
125
-
126
-
127
-
128
-
129
-
130
-
131
-
132
-
133
-
134
-
135
-
136
-
137
-
138
-
139
-
140
-
141
-
142
-
143
-
144
-
145
-
146
-
147
-
148
-
149
-
150
-
151
-
152
-
153
-
154
-
155
-
156
-
157
-
158
-
159
-
160
-
161
-
162
-
163
-
164
-
165
-
166
-
167
-
168
-
169
-
170
-
171
-
172
-
173
-
174
-
175
-
176
-
177
-
178
-
179
-
180
-
181
-
182
-
183
-
184
-
185
-
186
-
187
-
188
-
189
-
190
-
191
-
192
-
193
-
194
-
195
-
196
-
197
-
198
-
199
-
200
-
201
-
202
-
203
-
204
-
205
-
206
-
207
-
208
-
209
-
210
-
211
-
212
-
213
-
214
-
215
-
216
-
217
-
218
-
219
-
220
-
221
-
222
-
223
-
224
-
225
-
226
-
227
-
228
-
229
-
230
-
231
-
232
-
233
-
234
-
235
-
236
-
237
-
238
-
239
-
240
-
241
-
242
-
243
-
244
-
245
-
246
-
247
-
248
-
249
-
250
-
251
-
252
-
253
-
254
-
255
-
256
-
257
-
258
-
259
-
260
-
261
-
262
-
263
-
264
-
265
-
266
-
267
-
268
-
269
-
270
-
271
-
272
-
273
-
274
-
275
-
276
-
277
-
278
-
279
-
280
-
281
-
282
-
283
-
284
-
285
-
286
-
287
-
288
-
289
-
290
-
291
-
292
-
293
-
294
-
295
-
296
-
297
-
298
-
299
-
300
-
301
-
302
-
303
-
304
-
305
-
306
-
307
-
308
-
309
-
310
-
311
-
312
-
313
-
314
-
315
-
316
-
317
-
318
-
319
-
320
-
321
-
322
-
323
-
324
-
325
-
326
-
327
-
328
-
329
-
330
-
331
-
332
-
333
-
334
-
335
-
336
-
337
-
338
-
339
-
340
-
341
-
342
-
343
-
344
-
345
-
346
-
347
-
348
-
349
-
350
-
351
-
352
-
353
-
354
-
355
-
356
-
357
-
358
-
359
-
360
-
361
-
362
-
363
-
364
-
365
-
366
-
367
-
368
-
369
-
370
-
371
-
372
-
373
-
374
-
375
-
376
-
377
-
378
-
379
-
380
-
381
-
382
-
383
-
384
-
385
-
386
-
387
-
388
-
389
-
390
-
391
-
392
-
393
-
394
-
395
-
396
-
397
-
398
-
399
-
400
-
401
-
402
-
403
-
404
-
405
-
406
-
407
-
408
-
409
-
410
-
411
-
412
-
413
-
414
-
415
-
416
-
417
-
418
-
419
-
420
-
421
-
422
-
423
-
424
-
425
-
426
-
427
-
428
-
429
-
430
-
431
-
432
-
433
-
434
-
435
-
436
-
437
-
438
-
439
-
440
-
441
-
442
-
443
-
444
-
445
-
446
-
447
-
448
-
449
-
450
-
451
-
452
-
453
-
454
-
455
-
456
-
457
-
458
-
459
-
460
-
461
-
462
-
463
-
464
-
465
-
466
-
467
-
468
-
469
-
470
-
471
-
472
-
473
-
474
-
475
-
476
-
477
-
478
-
479
-
480
-
481
-
482
-
483
-
484
-
485
-
486
-
487
-
488
-
489
-
490
-
491
-
492
-
493
-
494
-
495
-
496
-
497
-
498
-
499
-
500
-
501
-
502
-
503
-
504
-
505
-
506
-
507
-
508
-
509
-
510
-
511
-
512
-
513
-
514
-
515
-
516
-
517
-
518
-
519
-
520
-
521
-
522
-
523
-
524
-
525
-
526
-
527
-
528
-
529
-
530
-
531
-
532
-
533
-
534
-
535
-
536
-
537
-
538
-
539
-
540
-
541
-
542
-
543
-
544
-
545
-
546
-
547
-
548
-
549
-
550
-
551
-
552
-
553
-
554
-
555
-
556
-
557
-
558
-
559
-
560
-
561
-
562
-
563
-
564
Report of the Group Nominations Committee
50
Dear Shareholder,
As Chairman of the Board, I also chair the Group Nominations Committee
and I am pleased to present our report on the committee’s activity during
2013.
Role and responsibilities
The Group Nominations Committee is responsible for:
• reviewing the structure, size and composition of the Board and
making recommendations to the Board on any appropriate changes;
• assisting the Board in the formal selection and appointment of
directors (executive and non-executive) having regard to the overall
balance of skills, knowledge, experience and diversity on the Board;
• reviewing membership and chairmanship of Board committees;
• considering succession planning for the Chairman and the executive
and non-executive directors, taking into account the skills and
expertise which will be needed on the Board in the future. No
director is involved in decisions regarding his or her own
succession; and
• making recommendations to the Board concerning the election and
re-election by shareholders of directors under the provisions of the
Code. In so doing, they will have due regard to their performance
and ability to continue to contribute to the Board in light of the
knowledge, skills and experience required and the need for
progressive refreshing of the Board.
The Group Nominations Committee engages with external consultants,
considers potential candidates and recommends appointments of new
directors to the Board. The terms of reference of the Group Nominations
Committee are reviewed annually and approved by the Board and are
available at rbs.com
Membership and meetings
All non-executive directors are members of the Group Nominations
Committee which is chaired by the Chairman of the Board. The Group
Chief Executive is invited to attend meetings.
The Group Nominations Committee holds at least two scheduled
meetings per year, and also meets on an ad hoc basis as required. In
2013, five meetings of the Group Nominations Committee were held and
the following table illustrates members’ attendance at these meetings.
Attended/
scheduled
Philip Hampton (Chairman) 5/5
Sandy Crombie 5/5
Alison Davis 5/5
Tony Di lorio 5/5
Robert Gillespie (1) 1/1
Penny Hughes 5/5
Brendan Nelson 5/5
Baroness Noakes 5/5
Philip Scott 5/5
Former members
Joe MacHale (2) 1/1
Art Ryan (3) 4/4
Notes:
(1) Appointed to the Board on 2 December 2013.
(2) Retired from the Board on 14 May 2013.
(3) Retired from the Board on 30 September 2013.
Principal activity during 2013
The Committee continues to monitor succession planning on an ongoing
basis taking into account business requirements and industry
developments. In 2013 discussions focused principally on executive
director succession and the search for new non-executive directors. The
Board also held a separate session on succession planning for the
Executive Committee in June 2013.
Group Chief Executive succession
On 12 June 2013, it was announced that Stephen Hester would step
down as Group Chief Executive and the search for his successor
commenced immediately, led by the Chairman on behalf of the Board.
MWM Consulting was engaged to support the recruitment process for the
new Group Chief Executive and conducted a global search for potential
external candidates as well as engaging fully with internal candidates.
This enabled the internal candidates to be benchmarked against the very
best in the market. The Committee held a number of discussions on
potential candidates (internal and external) and agreed that Ross
McEwan was the strongest candidate on the basis of his extensive
experience in banking, the leadership he had already demonstrated
during his time as CEO Retail at RBS and his strong focus on serving our
customers. Ross McEwan was announced as the new Group Chief
Executive on 2 August 2013 and took over from Stephen Hester on 1
October 2013. MWM Consulting does not provide services to any other
part of the Group.
Consideration of new non-executive directors
Egon Zehnder International continued to support the search for new non-
executive directors during 2013. Egon Zehnder International were tasked
with identifying suitable candidates both to fill existing vacancies (e.g.
replacements for Joe McHale and Art Ryan who both retired from the
Board during 2013) and to support future Board succession planning. The
Committee considered a number of potential candidates during 2013 and
Robert Gillespie was appointed to the Board on 2 December 2013.
Robert was appointed on the basis of his strong background in finance
and banking and his experience of business and regulatory environments
in the UK, US and Europe. The search for future potential candidates is
continuing. Egon Zehnder International does not provide services to any
other part of the Group.