Remuneration Code

Wyelands Bank complies with the Prudential Regulation Authority's Remuneration Code. Wyelands Bank’s methodology for compliance is a framework where the responsibility for and implementation of the remuneration code is overseen by the Remuneration and Nominations Committee in conjunction with the Chief Executive Officer. The Board sanctions the material components of the compensation arrangements. Wyelands Bank provides employee compensation in the form of fixed and variable remuneration. The compensation arrangements are regularly reviewed by the Remuneration and Nominations Committee, and when deemed necessary benchmarked to market.

Fixed remuneration of all employees take into account several factors including the nature, scope and complexity of the role, level of responsibility and professional track record.

The approach and methodologies for determining the variable component are composed of financial and non-financial elements including performance assessments incorporating the balance of the risk and rewards of Wyelands Bank and consistently applied across all senior managers and other employees. The Board gives due consideration to the balance in composition between fixed and variable remuneration, if the variable component exceeds 100% it seeks shareholder approval. Any deferred compensation arrangements or planned schemes are structured to meet the Remuneration Code.

The Remuneration and Nominations Committee is responsible for reviewing the benefits structure applicable to all employees within Wyelands Bank. The Board approves all changes to the benefits structure.

All senior executives, including directors, senior management functions and material risk takers have contracts setting out their respective remuneration packages, entitlements and economic rewards. All remuneration components of senior executives are approved by the Board.

Non-executive Directors, including the Chairman, are paid fixed remuneration.

Nominations

The Remuneration and Nominations Committee monitors, reviews and considers the balance and composition of the Board, senior managers and key employees regularly. These reviews take into consideration the nature and scale of the business and the limitations arising from Wyelands Bank's size and scale. The Remuneration and Nominations Committee recommends the recruitment process for all directors and senior managers taking into consideration the needs and requirements of the Bank and the role and responsibilities. The Remuneration and Nominations Committee reviews the role criteria and receives advice and assessments on candidate suitability for recommendation to the Board.

Compliance with the Capital Requirements Directive – Governance

Section 4.3A.11R of the Prudential Regulation Authority’s manual, Senior Management Arrangements, Systems and Controls (“SYSC”), requires us to explain on our website how we comply with the requirements of SYSC 4.3A.1R to SYSC 4.3A.3R and SYSC 4.3A.4R to SYSC 4.3A.11R (governance arrangements).

Our explanation of how we meet these requirements can be found in Corporate Governance, which includes details matters reserved to the Board or the relevant Board Committees. Terms of reference for the committees can be obtained by writing to our company secretary. Further relevant details may be found in our annual reports.